Hunting Monsters
by Vingilot the Sky Ship
Summary: Ruby had always thought being a Huntress would be a nice and simple job. You slay monsters and protect innocent people. But with violent new transfer students coming to Beacon and yet another shadowy plot rearing its head, she's not sure who exactly needs protecting and who needs slaying. Rated T for Monty Oum style violence.
1. Prologue

**Prologue**

"And why exactly should I permit this?" The voice reminded San of a serpent. Low, coiled, and dangerous. For a single moment, he felt an involuntary urge to grab for the hilt of his sword rising up over his shoulder. Which was absurd. Professor Ozpin was on the other side of the planet, it wasn't as if he could reach through the com screen and attack. But even so, San's instincts were screaming that he needed to prepare, to arm himself, to do something to keep Ozpin from messily ending his life.

_So this is what it feels like when someone this powerful is angry with you. _He mused, trying to keep the corners of his mouth from curling. What was even more impressive was that San was standing on the other side of the screen, Ozpin didn't even know he was present. No, all his ire was directed at the headmistress. His _indirect_ anger was enough to make San quake in his boots, and San was no pushover. It seemed Ozpin's reputation for being the world's premier Hunting expert was entirely deserved.

"It doesn't really matter if you do or not." The headmistress said with the slightest hint of mirth in her voice. Abigail Woden, headmistress of Umbra Academy, had frequently clashed with Ozpin over proper Hunting tactics and training methods. San suspected she was enjoying the current situation a bit more than she should. She steepled her fingers on her desk. "James Ironwood has already consented, and _he _is in charge of Vale's security until the Vtyal Festival is finished. And even if he weren't, I could simply bring the matter before Vale's Council. We both know what they would decide."

From where he was standing, San couldn't actually see Ozpin's expression, but the icy tone was unmistakable. "Then why exactly did you feel the need to have this conversation?"

Headmistress Woden had gray eyes so dark you would think they were black if her hair wasn't black itself. "You deserve to know the situation and your assistance would be helpful for my men. Unless you intend to allow a trio of highly dangerous criminals to run free throughout your city?"

"Of course not. But my agents can handle this threat just fine."

"As you handled last week's threat?"

San winced. That had been a below the belt hit. The Grimm incursion into Vale had been a relatively small one, all things considered, but since Grimm simply _didn't _enter kingdoms, plenty of people were looking for something or someone to blame. Ozpin, being the head of Vale's Hunters, was the obvious target for criticism.

There was a long pause. Whether Ozpin couldn't think of a rebuttal or was too angry to speak, San couldn't say. Finally, Headmistress Woden broke the silence.

"Ozpin, it is my intention to crush these rogues as promptly as possible, to keep the residents of Vale safe." She said, her tone almost conciliatory. "That is why I am dispatching my finest Huntsmen to you, to eliminate them before they can cause any damage."

"_Your_ men." Ozpin said slowly. "It is your insistence that it be your men who confront these "phantoms" of yours that makes me suspect an ulterior motive."

"I'm going to ignore your insulting implication." Woden said, her words icily cold. "The simple truth is that I trust my men to get the job done." The unspoken words, _And I don't trust yours,_ hung in the air. "Of course, if you could bring yourself to lend some assistance, it would be appreciated."

There was another long pause, this one tense. "Very well." Ozpin finally said, the words tinged with surrender. "Your squad will have a place at Beacon to operate out of. When do you intend to arrive?"

"Tomorrow. The sooner this is done, the better."

"Fine. I'll make the necessary arrangements on my end."

"Thank you, Ozpin." Headmistress Woden said, sounding surprisingly grateful. She might have even meant it. She ended the call and looked over the screen at San.

"Well, that's settled. To be honest, I'd thought Ozpin would dig his heels in rather than relent so quickly."

San didn't say anything. Woden and Ozpin's ongoing dispute was rather onesided on her part most of the time. He knew that she would rather walk on coals than submit to this kind of bald-faced compulsion, but San the little he knew about Ozpin made him doubt the reverse was true. Headmistress Woden stood, and wandered over to the window, staring out at the setting sun with her hands clasped behind her back.

"Sanguin, is Shadow Squad ready to deploy?" She asked.

"…We can be in a matter of hours." San answered carefully. The headmistress heard the pause.

"Something is troubling you." She said without turning to face him. "Out with it."

San took a moment to compose his thoughts. "The members of Phantom Squad may be traitors and deserters, but they were still our comrades once. The idea of hunting them down like Grimm is… unwelcome." _For the others, maybe. Not for you. _a treacherous voice whispered inside his head. A pair of golden eyes surfaced unbidden from his memories. His hands clenched at his sides.

"I had thought that would make this easier. Surely their betrayal has erased any affection you might have once had for them?" Woden turned from the window and raised an eyebrow at him. San consciously unclenched his fists and shook away the memory.

"It's not that easy." He said, meeting her eyes. "And I don't think it should be."

"I suppose that's a good mentality to have." Woden settled back into her desk. "Do you think these lingering sentiments will hamper your ability to complete this mission?"

"No. Shadow Squad will do the job assigned to it, regardless of personal feelings." San said the words with conviction, praying they were true. Will would, certainly, Argos and Dom were a bit more questionable. Woden nodded, her attention already drifting to some papers on her desk.

"Good. I have other business I need to attend to. I suggest you go brief your squad and prepare your gear. We leave at 0600 tomorrow. Oh, and tell them to pack something to read. It is a long flight to Vale."

"Yes ma'am." San turned and left. He walked through the hushed hallways of the Tower and down a flight of stairs to the suspended bridge between the Tower and the barracks. Halfway across, he paused and took a deep breath of the crisp mountain air. Looking north, he could see the mountains rising up to pierce the sky and the passes that ran like rivers through them.

The sun was setting in the mountains, large, deep shadows being cast as it started to drop below the mountainous skyline. The Gnomon Mountains were a harsh place to live, chilly eight months of the year and cold the rest, with movement more often than not being a matter of travelling vertically rather than horizontally and Grimm packs constantly trying to slip through the passes from the Night Lands to the north. On the plus side, the sunsets were absolutely gorgeous. From here, he could just make out the top of Westguard Tower, silhouetted by the setting sun. Once, he had chaffed at being forced to stay in the towers, always on the defensive and never taking the fight to the enemy.

_That's what I'm doing now, so why does it taste so bitter? _He sighed deeply. Fighting Grim was easier. Kill all the monsters and you win. When it came to fighting people, things weren't so cut and dry.

A faint call drifted down from the mountains on the wind. Though he could barely hear it, San recognized the sound immediately. He had heard it hundreds of times before and it was burned into his brain. Even if he hadn't, the Tower behind him repeated it seconds later, a droning call long and low. _Grim attacking Long Tower, send reinforcements. _Already a pack of black clad shapes were streaming out of the mess hall, racing up the path to Long Pass. San gripped the rail, tempted to jump off the bridge and join them. A fight might help to get his head on straight.

But, he had a mission and a squad to prepare for it. Reluctantly, he let go of the railing and crossed the remainder of the bridge into the barracks.

Dom looked up from his workbench as San walked through the door. Standing six feet tall with shoulders nearly as broad, Dom was the kind of man people envisioned when they pictured Huntsmen. An open, honest face with a dashing scar over one eye only helped that image.

"We have a mission?" He asked, setting down whatever it was he was tinkering on now.

"Either that, or the headmistress called San to her office for a tea party." Argos quipped, not looking up from his book. Argos was fond of quips, and his piercing blue eyes missed little he could mock. On the bunk above him, Will sat up. San could faintly hear the music from the headphones in his human ears, but knew that his Faunus pair was picking up every word.

"Yes." San answered Dom. "We have a hunt."

Argos' book shut with a thump. "I'm just guessing here, but is our prey the human kind? Perhaps a certain, specific group of humans?" He grinned. Argos often treated the world like a joke, it did not surprise San should have known he would be cavalier about this.

Dom didn't share the feeling. "And what is the goal of this hunt?"

"Their deaths." The words lingered in the air between them. Dom closed his eyes for a moment.

"Of course it would be." He said bitterly.

Will, pragmatic as ever, was more concerned with the mission's specifics. "What time do we deploy?"

"0600 tomorrow. That means we need to gear up tonight." San turned to Dom. "I'll want the full kit for this, all your tricks and toys."

"You'll have it. I may not get much sleep tonight, but I can pull everything together." Dom was already reaching into a drawer for his tools.

"You can sleep on the flight." San would have to keep an eye on him. He was pretty sure Dom would do what was necessary, but he had always been the better man of the four of them. _And apparently, that's a flaw now. _The thought made San frown and he tried to distract himself with packing his gear.

OoOoOoOoOoOoOoOo

Cinder Fall quietly strode through Vale's industrial district. When the Schnee Dust Company had shifted its main refinery and production centers to Atlas some ten years ago, Vale's manufacturing industry had largely collapsed. Now, the district was full of abandoned warehouses and factories, meaning it had plenty of places to hide. Consequently, it had attracted the sort of people who preferred living in the shadows. A casual observer would probably think that such a pretty young girl had no business wandering around the dens of thieves and gangs by herself, especially not late at night.

_Appearences can be deceiving. _Cinder had already had a little fun tonight when some thugs had thought they had found some particularly easy prey. As entertaining as that had been, she had somewhere to be and would rather avoid any more unnecessary delays. So she kept to the shadows when possible, though any skilled observer would find her largely visible.

"Why exactly do you need both of us here?" Mercury complained through her earpiece. He and Emerald were hiding much more proficiently, as a bit of insurance in case things went wrong. "We got class early tomorrow, I need my beauty sleep."

Cinder didn't respond to that, just in case anyone was watching, but Emerald stepped in. "Quit complaining. If this guy can do half of what he claims, we really should have brought more backup."

"That's a big if. Our would be partner has made some pretty big promises. He's probably just some punk hopped up on how great he thinks he is."

"That doesn't mean we should…" Cinder tuned out their bickering. The two of them would happily argue for hours if they weren't interrupted. Cinder thought it was rather cute, at times. Now, however, she found herself silently wishing they were a bit more professional.

Mercury wasn't wrong; the man she was meeting was in all likelihood some talentless grifter who thought he'd found a ticket to the big time. But, if he really could deliver… Their plans would become a good deal simpler, to say the least.

She looked up at faded sign mounted on the wall of a derelict warehouse. 'Azoth Industries-Creating the Future!' it read in peeling paint. This was the place. Cinder pushed open the door and entered.

The interior of the warehouse was almost pitch black, the only illumination coming from moonlight sneaking through the few windows and a small lamp at the other end of the building. There, sitting at a dusty desk in the cone of light, was her contact. He looked up at the sound of the door and gestured for her to come closer. Cinder took a few steps forward, only for shadows to rain down on her.

There were three of them, masked men dressed in back. They had dropped down from the ceiling in a silent semicircle and were holding spears ready to impale her back and sides. Cinder wasn't particularly frightened, there were plenty of ways for her to defend herself should they attack, but she was impressed. She hadn't detected their presence until they had begun to move and the oiled, synchronized way they had deployed was more akin to a group of robots than human beings. She ignored them, turning her attention to the man now walking across the warehouse floor to her.

"You said you would come alone." She admonished.

"As did you." He lightly replied from within the dimness. His silhouette rubbed its chin in an exaggerated display of heavy thinking. "So, if you're complaining about my backup, that must mean the duo that were following you aren't with you?"

"Oh, shit." Mercury whispered in her ear. Judging by the noises, Emerald was already moving to a new hiding place. Cinder had to keep from shaking her head. A sudden burst of motion after a proclamation like that was as good as holding up a sign saying they were listening in.

Her contact paused as he stepped into a ray of moonlight, illuminating him and giving Cinder time to reply. When she didn't, he continued. "Well then, to start out our partnership on the right foot, I'll take care of those rats for you. After all, people in our line of work can't have anyone snooping on us, right?"

He snapped his fingers and another shadow dropped down beside him. "Take them out. And try not to be too conspicuous, we _are _trying to keep a low profile here." His eyes didn't leave hers as he spoke. _He's going to force my hand, is he? _Cinder didn't really mind admitting her breach of their terms, but being compelled so openly was a bad precedent to set in their professional relationship.

"Stop." He raised an eyebrow and waited. "I confess, these streets at night can be dangerous for a young woman like me, so I asked some friends of mine to walk me over."

"Ah. Then allow me to apologize for making you come somewhere where you felt unsafe." He snapped his fingers again and all four shadows leapt back into the air. Looking now, Cinder saw there were support beams crisscrossing the air that they perched on. Their master smiled dangerously. "To make amends, allow me to give you an escort home."

And let him know where she was staying. _He's been controlling the conversation since I arrived. _That had gone on far too long. Time to change the game. "That won't be necessary. Perhaps we could get on with what we came here for?"

"Fair enough." He led her over to the table he had been sitting at earlier. As they walked, she glanced at him. He was a rather average looking man, no real distinguishing features other than his long blond hair, which came down to his shoulders.

"I don't believe I caught your name." She commented.

"You can call me Lance." He replied. A quick glance to the spear leaning against the desk suggested the origin of that moniker. "And you?"

"Ember." Two could play at his game. He stepped behind the rusty chair and picked up the folder he had been perusing earlier. He held it out to her.

"Here, this contains most of what you need to know. Certain details have been omitted of course, to ensure you feel a need to cooperate."

Cinder took the folder but didn't bother to open it. She knew the gist of what it was going to say already, and was more interested in what it didn't. "You mentioned earlier that your information came from a benefactor of yours. Who is that, exactly?"

"I'm afraid I'm not at liberty to say." Lance said, crossing his arms. "He wishes to keep his identity a secret for the moment. In the future, should our partnership prove mutually beneficial, that might change. Regardless, who he is has no bearing on our goals."

Cinder wasn't entirely satisfied with that answer but pressing the issue wasn't worth it at the moment. To stall for a moment she flipped through the folder, skimming through the papers within. Old news stories, an internal corporate report, some hastily sketched and incomplete schematics, there was enough here to get them started. But, she realized something didn't fit.

"According to what's in here, you already either have all the pieces of the puzzle you need or know where to get them. So why do you need us at all? Surely you would prefer to keep this technology to yourself." This could be exactly the edge she needed to enable her own plans. Or it could be a well-crafted trap to draw her and her associates out into the open. Her hand oh-so-casually drifted to the pocket her Dust canister was in. Lance's eyes flickered to follow the motion but he didn't move otherwise.

"It's true; we could assemble everything we need by ourselves. But it would take months. We have little in the way of resources and contacts in Vale ourselves. You do. You can get your hands on what we need so much faster than we ever could. And that speed may prove to be critical. Currently, the situation in Vale is opportune for our plan but that will change quickly."

He uncrossed his arms and stood a little taller. "I need an answer. Are you in, or not?" Cinder mulled it over. There were plenty of risks involved with a plot like this, but the rewards…

_Are you in or not?_

Cinder smiled.

* * *

><p>AN: This is a revamping of a previous story I had written, Monsters and Shadows, that I abandoned due to Season 2 making a lot of it non-canon and nonsensical (for example, a critical plot point was the heroes discovering that Grimm are attracted to negative emotions, which Season 2 established was common knowledge). So, I decided to rewrite some parts, which turned into most parts, and by now it's pretty much an entirely new story.<p>

As always, I welcome any criticism so let me know if you see a typo or something or think something was too vague or somesuch. I'll try to get the next chapter out quick, luckily I have a lot of the story already written in some form or other.


	2. Chapter 1

**Chapter 1**

It was a lazy Sunday at Beacon and Team RWBY was lounging around their room, probably for the first time in weeks. Most of the time, their professors loved to load up homework on Fridays that kept them busy for the entire weekend. And with the Vytal Festival getting ever closer, the workload was only getting bigger. Thankfully, Beacon's faculty wasn't heartless and allowed for the odd day free of classwork to do.

Unfortunately for Ruby, she had gotten kinda used to having things to do.

"I'm booored." Ruby groaned for the fifth time, her head resting listlessly on her desk. "Can we go do something?"

"Ruby, this is the first day off we've had for three weeks. Embrace it." Yang said, not opening her eyes. Ruby's older sister was taking a nap. Why, Ruby couldn't say, since Yang had already slept in till ten that day.

"We can't all be layabouts." Ruby's partner retorted. Weiss was sitting at her own desk writing something. Knowing the Schnee heiress, she was probably spending her one day off either working on some extra credit or preparing a study guide or something for an exam weeks away. She looked reproachfully at Yang. "It certainly wouldn't kill _you_ to be a bit more proactive with your studies."

Yang sat up at that. "What's that supposed to mean?"

"It means that someone who barely scrapped a D on her last exam really shouldn't be wasting a free afternoon."

"Oh really, Miss Perfect, well how bout you…"

Ruby was pretty sure Weiss and Yang actually enjoyed arguing because my goodness they did it a lot. She just wished they would get a room (heh) because she was sick of having to listen to them go at it. Blake looked over the top of her book at the bickering duo.

"Just hanging out in our room is getting to be dull. Why don't we head out into town?" Ruby sent silent thanks to her Faunus teammate and jumped on the opening.

"That sounds good to me. We haven't been back there since the whole 'train' thing."

It took some cajoling on her and Blake's part, but they got Yang out of bed, Weiss to put her pen down and both of them out the door. They made the trip over in relatively good moods, though a discussion about where they could go for food nearly sparked another debate. But when they reached the city proper, the mood soured.

"I thought they'd have fixed everything by now." Ruby said quietly, looking at a shattered storefront. The signs of the Grimm incursion were still everywhere. The streets were still torn up with claw marks and more than one pile of rubble was awaiting disposal.

"It's going to take a while to get everything back to normal. It's not like there's a magic reset button to press and make everything the way it used to be." Weiss said with her usual indifference, but her eyes seemed glued to the damaged stores herself. None of them were going to say it, but Ruby would bet they were all thinking the same thing.

_This was our fault._ If they had found the White Fang faster, if they had stopped the train before it had breached the city's defenses, none of this would have happened.

Yang broke the tense silence. "Right! So, what did you guys want to do?"

"Uh, I'm not sure." Ruby said, thinking. There was that arcade she liked going to, but somehow the idea of Weiss in an arcade didn't seem to fit.

"If you didn't have anything you wanted to do, then why did you drag me away from my beauty sleep?" Yang complained. Ruby only half listened to the whining, trying to think. Something caught her eye in the corner of her vision. It was a spear, with a metal shaft and a deadly looking head. Not the kind of thing you saw very often in a major metropolitan area.

The spear's owner, a man dressed in black, was walking into an alleyway with another man, also dressed in black with a sword sheathed on his back. Sensing trouble, Ruby began to walk their way.

"Ruby?" Weiss asked from behind her. "What is it?"

"I'm not sure…" Ruby loosened Crescent Rose from her holder. With all the people in town for the Vytal festival, there were bound to be some foreign Huntsmen around and considering Grimm had been running amok in the city only two weeks ago, it wouldn't be at all surprising that they were keeping their weapons close. Even so, something didn't feel right.

Ruby stepped around the corner and with her practiced Huntress eye assessed the situation.

There were five people in the alley, four men surrounding a woman. The woman was an attractive blonde, and was wearing clothes that did very little to hide that fact. Her crop top was actually smaller than her purse (though to be fair it was a pretty big purse) and her skirt was _really_ short. It was the kind of outfit that would turn heads, and Ruby suspected that the current situation was because it already had. Given she was now surrounded by what looked like a gang or something; she probably hadn't wanted this kind of attention.

Said gang was an unusual bunch. For one thing, they were all wearing matching black outfits, almost like a uniform. But it was the weapons that caught Ruby's eye. Each one of them was carrying an old fashioned bladed weapon, the simple and straightforward kind that were still so very deadly. They were Huntsmen weapons.

The four men were standing around the woman, two of them between Ruby and her with the other two on the other side of her. The two closer to Ruby and facing away from her were the ones she had seen earlier. The first man had cropped short crimson hair and had a sheathed sword slung over his back. It was about three to four feet long and its circular grip and crossguard made it most likely a ninjato. Next to him, the other man's spear rested lightly on his shoulder. Judging by the shape of the bladed head, it was some sort of glaive. The apparent ease with which he carried it made it clear he had plenty of practice using it.

Of the other two men, facing her, one was a Faunus with floppy, white dog ears and a pair of long daggers sheathed at his sides and the other tall, muscle-bound man with a scar over one eye and a pair of hilts rising over up over one of his shoulders. Oddly, the two hilts were connected by a metal cable. Perhaps the swords were meant to be used as a single weapon bound by the cable? Or maybe they were meant to be brought together into a double-ended sword and were split for easier carrying?

Ruby shook her head. Now was not the time to start drooling over weapons. The swordsman had folded his arms towards his group's prey. "You're not very smart, are you?"

"If she was, we wouldn't be here." The spearman next to him said lightly. "Still, this is a decent enough way to kill some time."

"Let's just get this over with." The swordsman said, sounding weary as he ran a hand through his hair.

Ruby had heard enough. "Hey!" Crescent Rose unfolded in a whir of moving parts, its familiar weight reassuring and its barrel pointed at them, ready to fire. The spearman and swordsman both half turned to look at her. The swordsman's face was impassive and the spearman raised an eyebrow at the scythe in her hands.

"Easy, Red, we've got this." He said, before a scream tore through the air.

"Hhheeeellllppp! They're going to rape me!"

"Wha-" Was all the spearman got out before a foot slammed between his legs. He crumpled to the ground with a whimper and the woman shot past him down the alleyway. She almost ran into Ruby she was running so fast, and once she was past the young scythe wielder she turned the corner and kept on running down the street. Ruby couldn't blame her for wanting to get as far away as possible.

"Good job hanging on to her there, Argos." The muscular member of the gang said drily, his arms folded and his face looking mildly amused.

The spearman staggered to his feet, groaning. "How bout I shove _your _balls back inside your torso and then we see how well you'd do, huh Dom?"

"Quiet." The swordsman's voice was even but had the unmistakable weight of authority. He turned to his companion. "Dom, get after her."

"But…" Dom began, only to wither under his apparent leader's gaze. He sighed. "Right. I'm on it."

_Not a chance._ Ruby thought. He had to go through her and her teammates to get out of the alley, and that wasn't gonna happen. She wasn't about to take her eyes off the enemy, but it sounded like her teammates had already drawn and readied their own weapons. The four of them could hold one guy off, even if he was built like a tank.

Unfortunately, Dom had another idea. He crouched low and with a single bound scaled the four story building that made up one of the alley's walls, deftly catching the edge of the roof as he flew past it and pulling himself onto it.

"H-hey!" Ruby shot up after him, propelled by a shot from Crescent Rose. But before she could reach him, the Faunus with the daggers appeared in her path with a blur of motion. He thrust out a hand and an invisible wall slammed into Ruby, throwing her back onto the pavement.

"What was that?" Weiss asked as she helped Ruby back to her feet.

"Wind manipulation." Blake said tersely, watching intently as the white-haired man dropped lightly down beside his buddies. With the very air around them now a potential weapon, they would have to be careful. Argos, propping himself up with his spear, glanced at the redhead.

"So, are these guys friends of hers, or just idiots? What do you think, San?"

"The latter, I imagine." San said, drawing his sword. His face still had that dull, almost bored expression. "Nothing permanent."

Ruby stared at the sword. To the inexperienced eye, it didn't look very impressive. The grip was worn, the blade had a handful of notches and dings running along its length, even the circular crossguard had a chip dug out of it. But Ruby knew, it was the beaten, worn weapons that were the dangerous ones. Swords didn't accumulate battle damage sitting on a shelf. It had to be used in combat to get those nicks and scratches. Further, she couldn't see a spot of rust along its length and the metal almost glimmered even in the shadows of the alley. This sword was well used and well cared for; the weapon of a professional warrior.

Ruby was beginning to have some second thoughts.

She didn't have time to think on it, though. San shot forward like from a cannon, his sword whistling as it arced through the air. Ruby raised Crescent Rose to meet it, catching the blade on the scythe's shaft. Incredibly, the sword just kept on going. Her block kept it from slashing her in two, but the sheer force of the blow threw her backwards. She slammed into one of her teammates and fell into a heap with them.

As she tried to untangle herself from Weiss' limbs, Ruby heard the clang of metal on metal. Blake and San were dueling, his single sword keeping up with both of Gambol Shroud's blades. Yang was fighting the Faunus, blasts of wind almost bowling her over. Ruby, back on her feet, dithered for a moment over which foe to attack first, but Blake getting thrown into a lamppost by a well-placed kick decided her. She rushed back over at San, Weiss falling in behind her.

Crescent Rose arced through the air, San nimbly dodging the heavy blade. His own weapon was busy parrying a stab from Weiss, and he somehow was able to fend off the flurry of attacks the two girls launched while making it look easy. Despite herself, Ruby was impressed. That battered sword of his moved almost like it had a mind of its own and he slipped through even the slightest opening they created. Unnervingly, that impassive mask he was wearing had cracked and Ruby could see the slightest hints of a grin playing at the edge of his mouth. She had the feeling he could turn the tables and put them on the defensive with relative ease.

Her suspicion was confirmed a second later when, while his sword was locked with Myrtenaster, San caught Crescent Rose by the shaft mid-swing with his free hand. He yanked her in and their heads slammed together. Dazed, Ruby felt herself being grabbed and thrown. She flew through the air until she hit the ground and rolled to a stop along the pavement. She had lost Crescent Rose in the tumble and as she propped herself up on an elbow, a silver line entered her vision.

Argos looked down at her from the other end of the spear, smirking as he did so. He was leaning against a lamppost, looking for all the world like he was just out for a casual stroll. Except for the spear, of course.

"So, having fun?" He asked lightly, humor in his voice. Ruby grit her teeth at his tone.

"Rrgh, you-"

"Do me a solid, Red." He spoke over her. "If you stay down there, I can take it easy 'guarding' you and you don't have to have San hand you your ass again. Win-win."

Ruby looked over to the battle. Myrtenaster had somehow gotten wedged inside the ground, Weiss on her knees trying to cough some air back into her lungs beside it. Blake and Yang were both being battered by bursts of wind from the white haired Faunus as San darted toward them. She looked back to Argos. "Why are you doing this?!"

"The better question is, do you believe every random stranger you meet without question?" He replied glibly. His eyes moved past her down the street. He waved lazily with his empty hand. "Hey Dom, done already?"

Ruby followed his gaze. There, walking down the street, was Dom and the woman from earlier. Though to be honest, 'walking' was bit misleading. She had dug in her heels, but Dom was walking in front her, dragging her along by the wrist like a disobedient child. She was lashing at him with her free hand, but his body might have been made of stone for all it seemed to accomplish.

"Yeah." Dom said, taking in the scene of the battle with an odd expression. He glanced down at Ruby and reached into a pocket. "Here."

He flipped a wallet through the air to her. A black wallet with a corgi logo on one side. " How did you get my wallet?"

"Take a guess." Dom said, jerking a thumb towards his still struggling prisoner. Ruby remembered; she had brushed past her in her hurry to get away, or so Ruby had thought. Dom frowned at the look on her face, then rounded on his friend. "You didn't tell them."

"Not as such, no." Argos said, still looking amused.

"You didn't think that might be a bit important?" Dom said scornfully as he shoved the woman towards Argos. Argos didn't bother grabbing her, just whirled the blade of his spear away from Ruby's throat to rest lightly on the blonde's throat. Surprisingly, Dom then bent down, offered Ruby a hand, and pulled her to her feet.

"_What _might be important?" Ruby asked, now thoroughly confused.

"It's pretty simple, Red." Argos gestured at the quietly panicking woman at the end of his spear. "Little miss thief there thought she'd spend the day thieving. Unfortunately for her, she's not as good as she thinks, and the owner of a store she robbed caught her on camera. We were wandering nearby at the time and look like reliable sorts, so he asked us to find her."

Out of the corner of her eye, Ruby could see the fighting had stopped. Blake was holding onto Yang's arm and looking their way and Ruby was reminded her teammate had much better hearing than the rest of them, even with her true ears covered by a bow.

"Since we are good at what we do, we tracked her down easily. Which is about when you guys showed up and I think you know what happened from there."

"Do you expect us to believe that?" Weiss voice asked. Ruby turned to see her partner still holding Myrtenaster ready.

Argos shrugged. "No, but I expect him to believe him." He pointed.

An old man was hurrying down the street towards them. He looked at the signs of battle with obvious amazement. "You got her! I never thought she'd put up that much of a fight, even after you got some help."

Then Ruby placed him. He was the clerk from that Dust shop Roman Torchwick had robbed all those months ago. Apparently he thought her team had been helping catch the thief and the battle damage was all her doing.

"Sure, let's go with that." Yang muttered.

"Well, it looks like none of you were injured. That's good." The shopkeeper continued, oblivious. "Did you get the Dust back?"

"Here." Dom handed him a purse. The old man reached inside and pulled out a handful of sparkling gems and a wad of cash. His genial slightly anxious expression twisted into rage. "I've had it with you damn punks trying to rob my store. When the cops get here, you're going straight to prison."

Sure enough, the sound of sirens was slowly getting louder. Dom and Argos exchanged looks, then turned to their leader.

"Uh, San? Orders?"

San just looked bored again. "Shadow, time to vanish." San turned and ran, jumping off a balcony on to a rooftop. His friends weren't far behind him. Argos shoved the thief at Ruby and took off, hopping up to join the others in a few bounds. He paused at the roof's edge.

"Cya round Red." He waved, and was gone.

Team RWBY stood there in stunned silence for a moment.

"Okay…" Yang turned in the direction of the sirens. "So I guess we should wait for the cops?" She said slowly and looked at the rest of them quizzically. Ruby shrugged and took a step closer to the thief and cocked Crescent Rose threateningly.

"Just try to make a break for it and we'll see if you're faster than bullets." The effect was somewhat spoiled by Yang snickering at the one liner. She ignored her sister and addressed the old man. "Who were those guys anyway?"

"You don't know them?" He seemed surprised at that. "They were carrying Huntsman weapons, so I thought they must have been students at Beacon."

"They each had a black disk on their lapels." Blake said. "That's the emblem of Umbra Academy. But why are they in Vale?"

"Who knows." The old man didn't seem to care. "They spend their time catching thieves, they're welcome to stay. Bout time we got some real protectors around here."

Ruby's face fell. She'd always tried to keep people safe herself, but…

_You can't call yourself a protector if you keep failing to protect anything. _First Torchwick at the docks, then the train. As far as actually protecting Vale went, she didn't really have a winning track record.

But, somehow she didn't think those guys had any intention of being guardians. They had jumped into a fight rather than give a simple explanation and there was something unsettling about San, at the very least. The way he had smiled as they fought…

"So Ruby," Her sister's voice intruded into Ruby's thoughts. "Was this exciting enough for you?"

* * *

><p>AN: Whew, that took longer than I thought it would. Finding a good reason to pit the two teams against each other proved harder than I thought without screwing some future events, but I think this turned out ok. Next up, it turns out having a huge-ass fight in the middle of public has consequences.<p> 


	3. Chapter 2

**Chapter 2**

"What were you _thinking_!?"

The edge in Abigail Woden's voice could have cut down a beowolf. Judging by the expressions of her students, they would have preferred to face the Grimm. The spearman's cocky smile had long since withered while the muscular young man next to him had his gaze pinned to the floor. Even the silent Faunus' mouth had quirked in disapproval as the condemnations rolled over them.

"I gave you express orders to keep a low profile, and you decide to start brawling in the street with the first people to pass you by? What possible reason could you have had to do something so incredibly foolish?"

A sharp contrast to his teammates, Sanguin faced his headmistress with a perfectly calm expression. He stood there like he'd been chiseled from stone, standing at attention with his hands clasped behind his back. He looked as if Woden was yelling at an entirely different person than him and he was just causally observing.

"I had expected the four of you to act as Huntsmen, not children, but I see now I was wrong,

Glynda wasn't exactly pleased with the four of them either, but the way Dominic flinched at the words like he'd been struck still made her sympathize. Though Shadow squad did have the lion's share of the blame for the incident earlier that afternoon, Team RWBY wasn't entirely blameless either (Someday, Glynda was going to find out exactly how those girls managed to find trouble everywhere they went). Dominic himself hadn't been involved at all, spending the time his teammate's had been fighting apprehending the criminal. But those distinctions didn't seem to matter to Woden.

"Well, do you have any excuse for your behavior?" Woden demanded of them, finally running out of steam for her rant. The normally spacious headmaster's office in Beacon's central building felt a bit cramped, solely through the older woman's sheer force of personality. Glynda was standing behind Ozpin, seated at his desk, while his counterpart paced angrily in front of her students. As far as Woden was concerned, Ozpin and Glynda might as well not have been there at all. It appeared she expected them to wait quietly until she had finished admonishing her pupils. But then, that was to be expected.

The town of Nox was the largest and longest lasting settlement outside the four kingdoms. The town's survival was almost entirely thanks to the beneficial geographical features of its location. Situated on a peninsula, sheer cliffs served to protect Nox from aquatic Grimm attacks from three sides. The northern side of the town was guarded by a mountain range. Thus, the only way for Grimm to attack Nox aside from flying was via the passes through the Gnomon Mountains.

Obviously, guarding the passes has always been a matter of extreme import to the people of Nox. With the Night Lands on the other side of the mountains, Grimm were constantly flowing south to attack the mass of humanity living so close to them. Unfortunately, Nox had no Hunting academy, so any talented young people looking for training had to leave to one of the kingdoms. Most, finding kingdom life better than the constant struggle to survive out in the wilds, stayed and left their homeland to its fate.

But Abigail Woden had returned.

An exemplary Huntress, Woden rapidly became rather influential in Nox. Eventually, she had enough public support to finally push through her project, a new Hunting academy in Nox. It would be for the city's benefit, she had said. With an academy here, we would no longer lose so many of our best and brightest to other nations. And, if we put it up in the passes, the students can get firsthand practice at fighting off Grimm.

With the overwhelming public support she had accrued thanks to her prowess as a Huntress and the citizens' deep grudges against the kingdoms for poaching so many of their skilled young men and women, Nox's governor had no way to refuse. And so, Umbra Academy was born in the shadows of the mountains. And, as anyone could have predicted, Nox's children began to die.

In Glynda's tenure at Beacon, there had been 24 students who had been killed or permanently injured. At Umbra, that number was 25 _percent _of all students. Each year. In a society that lived in constant fear of Grimm attacks, there would of course be strong social pressure for young men and women to do their duty to their homeland and step forward to serve, regardless of actual aptitude. And with the passes being the only real barrier between Grimm and the city, retreating or fleeing from Grimm meant giving them a free pass to attack the city. The end result was plenty of unskilled students having to face Grimm they weren't capable of fighting and withdrawing from the battle meant placing their friends, families, and neighbors in peril.

Ozpin and Woden had clashed repeatedly over the years on that issue, to no avail. No matter how high the death toll at Umbra rose, Woden continued to insist her way was the only path to survival for her homeland. Even as she said that, however, she was reducing the fully trained Hunters at Umbra, placing more and more responsibility on her students. And it wasn't as if her curriculum was dedicated solely to defending against Grimm.

Since Umbra took so much of Nox's resources to maintain and support, Nox's police and military suffered from a lack of funding. Thankfully, Woden was willing to lend some of her students to any problem areas to lend a hand. Of course, those students had to be prepared for what they were about to face, so Umbra had several classes teaching how to combat human enemies. Which meant that the supposed Hunters-in-training were in effect a paramilitary force.

By now, Woden effectively ran Nox. The city's governor capitulated almost immediately to everything she demanded, and if it ever came down to it she could probably take over the city with her Hunters if she wanted. She embodied the most detestable aspects of a Huntress, someone who would use their power to assert dominance over others. A merciless woman, who held everyone to the same high standards she held herself and expected people to bend to will without protest.

To such a woman, her students' needless, pointless error was intolerable. A small, rather more spiteful part of Glynda than she preferred to listen to, wondered if Woden's rage was because of Shadow had behaved unprofessionally, or because she and Ozpin had witnessed said behavior.

Sanguin faced Woden's glare without withering. "Shadow deployed itself on my orders. I made an error in judgment, so the blame for this incident rests solely on my shoulders."

"Such errors are intolerable, even more so given the current situation. It will not happen again." Woden's words had the iron weight of an order.

"Of course not." Sanguin said, his expression still unchanging. Woden sighed and finally turned to face Glynda and Ozpin. The look in her eyes dared them to say anything.

Glynda didn't really have anything to add. It wasn't within her or Ozpin's power to bar the young men from Vale, only from Beacon's grounds. If they were going to be in the city, it would be best to keep them close, where Glynda could keep an eye on them. And after the dressing down they had already received, any further criticism would be pointless.

Ozpin, however, was being unusually caustic. "Are these really the best men you can provide?"

Woden glowered at the doubt in his voice. "They are, though today's mishap does leave me questioning that as well."

Behind her, Dominic's shoulders slumped as if beaten and Argos winced. Sanguin half turned to the motion. His shoulders stiffened, an almost imperceptible motion but one that sharply contrasted his almost robotic lack of reactions throughout his dressing down.

_Is he angry at Ozpin for the insult, or his teammates for their reactions? _Glynda honestly couldn't tell.

Truth be told, that young man unnerved her. He had eyes that she had only ever seen before in seasoned warriors, men and women who had been fighting for decades. Eyes you only get from killing. She wondered how many lives ended in a flash of crimson.

The sound of a door opening echoed through the room. And in walked someone Glynda was glad to see.

"Hello Professor Ozpin, I… ah. I was unaware you had company, sir." He rubbed the back of his neck self-consciously. "I hope I'm not interrupting."

"Not at all, Theron." Ozpin said with the first hints of levity Glynda had heard from him all day. "You can wait there. Our conversation was just wrapping up."

Theron stepped back to lean against the wall. Of all the students she had trained over her years as a teacher, he was one of her favorites. Theron Samia was the rare gem every instructor yearned for, a talented pupil willing to put in as much effort as a complete novice would need. A pleasant and charming young man, Theron would have been popular with his peers even if his skills had been abysmal. Instead, he was the strongest student Beacon had produced in years.

Woden cleared her throat. "Has everything been prepared for my students' transfer?"

_Is she trying to avoid mentioning their mission in front of Theron? _If so, it was a wasted effort. That mission was the reason Ozpin had called Theron away from his much needed vacation. It had been surprising when a Huntsman as dedicated to the job as Theron has asked for a few months off, but he had certainly earned them.

"Yes." Ozpin clearly wanted to end the discussion quickly. "Glynda, would you show Shadow squad to its new accommodations?"

"Wait, _the_ Shadow squad?" Theron asked from near the door. They all turned to face him.

"You've heard of us?" Argos asked.

"Yeah. You're the guys who broke my record for surviving out in the Night Lands, right? What'd you guys get, twenty-five days?" Theron was smiling, clearly he wasn't too broken up about it. Glynda remembered hearing that his record had been broken but not by a group of students.

"Twenty-three." Sanguin said. "Really, it's not much of an accomplishment. If you can survive three days out there, you can stay indefinitely. Until your supplies run out, of course. We only lasted longer than you because as a group we could carry more with us."

"Heh, true enough. Guess next time I'll have to bring some friends." Theron didn't seem to notice the dismissive tone in Sanguin's voice.

Glynda had started to reevaluate her estimates of Shadow squad's abilities. The Night Lands were the region to the north of Nox's barrier mountains and had the largest concentrations of Grimm in the world. Theron's own record of seventeen days had been remarkable at the time. And if that had been surpassed by a group of students…

"You'll have more time to get acquainted I'm sure." Woden said. "But at the moment I need to depart shortly and my students need to get settled in."

Glynda nodded. "Then if you'd like to follow me, we can do just that."

oOoOoOoOo

San had already unloaded his gear and was watching as Dom and Argos struggled to free one of Dom's cases from the pile without jostling the contents when he stiffened from the presence that had approached from behind him. He relaxed when he heard the headmistress' voice, but only a little.

"Remember, no one is above suspicion. Shadow alone is-"

"I know. We won't fail." He said, with the conviction of an absolute fact.

"I have the utmost faith in your ability to prevail." She withdrew before Goodwitch could notice.

_I'm the wrong person to say that to._ San mused, looking at Dom, who was chewing out Argos for just yanking the case free and possibly damaging the computer components inside. Even while on a mission, he still brought along his technological toys. Considering the origin of the radio and tracking devices in San's bag, he wouldn't object to any other tinkering on his squamate's part, especially if it got rid of that static problem his earpiece had developed lately.

When everything was unloaded, the headmistress gave a farewell that consisted of nothing more than a nod to them before climbing in the bullhead and firing up the engines. As the craft disappeared into the horizon, Goodwitch cleared her throat.

"If you have everything, I'll show you to your room." She turned on her heel and strode off without waiting for a reply.

_That one either doesn't like us, is suspicious of us, or both. _He had seen the look in her eyes during the earlier meeting. It was probably just Beacon-Umbra tensions, but he'd be keeping an eye on her.

They walked in silence, drawing a few looks from students who were probably curious about their luggage. People joining a school three months into a semester were rare, that was one of the reasons he had objected to that particular cover story. And with their little rumble in the streets earlier, their cover might well and truly be blown. Not that Phantom had been likely to buy it in the first place.

_And now we have a new problem._ Theron Samia. The man they called invincible. Renowned for wading through small armies of Grimm without taking a single scratch, winner of several tournaments, a man who never lost.

_In short, he's a bigger monster than I am. _

There were a dozen innocent reasons for Ozpin to want his best soldier on hand. He could be helping to shore up Vale's defenses after the recent Grimm incursion, or here to lend a hand against Phantom. San was just far too much a suspicious bastard to actually believe any of them.

He brooded until they had reached their new dorm room. Goodwitch opened the door and was about to let them in when Argos decided he hadn't been enough of a smartass today.

"Wait," he said as he looked through the door. "Is this _our_ room? Do we have to share it or something?"

Goodwitch looked at him like he was a particularly ungrateful ant. "Yes, all members of each team live in the same room."

"No, I mean do we have to share with another squad?" Argos feigned confusion.

Now Glynda looked confused. "No. Why would you think that?"

"Well, this room is so large, I just assumed."

"You know what happens when you assume." Dom chimed in.

"Actually I don't, but you just did."

San fought the urge to pinch the bridge of his nose, as that would be unprofessional, and the much stronger urge to smack Argos upside the head, as that had never actually accomplished anything in the past. He settled for sighing under his breath and pushing past Argos into the room. Truth be told, it _was_ a lot larger than their room back at Umbra had been. Of course, in the mountains space was limited but he was well aware Umbra's living conditions were unpleasant on purpose. 'Hardship breeds hard men, and hard men survive' is what Professor Zeus liked to say, often before doing things like sending squads on multi-day hunts with no food, or making one student fight three, blindfolded.

The others filed in after him, with Goodwitch hovering at the doorway. "You'll be expected at classes tomorrow, so I suggest you familiarize yourselves with your new schedules. I'll bring by a printed copy for you later. If there's anything else unclear to you, don't hesitate to ask." She turned and left, shutting the door behind her.

San waited as the footsteps receded down the hall, before nodding to Argos. The spearman closed his eyes and took a deep breath. He opened them a few seconds later, and the now almost shining blue eyes quickly roved around the room, covering everything with his gaze. After a few tense seconds, he blinked and his eyes' brilliance faded.

"Nothing."

"You're sure?" San asked.

"Yup. No recording or observational devices of any kind. Just like I said there wouldn't be."

"Doesn't hurt to check." Dom supplied.

"Doesn't hurt you, maybe." Argos fired back, while rubbing his eyes. "Using my Eyes is a pain in the ass, especially when it's just to resolve your paranoia. Beacon isn't the enemy, in case you forgot."

"That remains to be seen." San said darkly.

Argos arched an eyebrow. "You don't really think that's the case, do you? If Beacon is really behind-"

San cut him off. "It might not be Beacon as a whole, just an individual. Or it could be Ozpin himself and everyone who works for him. We don't know and we're not taking chances. End of discussion."

But like always Argos had to have the last word. "And what happens when they decide the correct response to us treating them like an enemy is to respond in kind?"

San was silent for a moment before turning to Dom, who was unpacking his computer case.

"Dom, can you get into Vale's civil security systems?"

Dom frowned. "Hacking into municipal grids is illegal, so I'm not going to even try."

San folded his arms and stared at him. Most of the time, he wished his teammate had a bit more inner fortitude. But there where times when you needed to pressure Dom into doing something. After meeting San's stare for a few seconds, Dom wilted.

"Fine." He said, pulling out his patchwork computer. "I could probably get in pretty easily. The real question is if I can without them catching me doing it and I'm not sure. I'll have to see what kind of security they have up first."

"How long will that take?"

Dom was already buried in his computer. Without looking up, he shrugged. "Couldn't say. I'll let you know when I've got something."

San nodded. "Just be as quick as you can. I want Phantom found as soon as possible, and those surveillance systems are our best bet right now."

Dom looked up. "I'll work fast, but having to go to classes is gonna take a big chuck out of my free time."

Speaking of… San opened the closet and started to examine the Beacon uniforms within. They were what he expected, the formal wear of students not expected to be ready to fight at a moment's notice. He flopped onto his new bed, feeling drained. At times he hated being in charge.

Things were going awry already, and they hadn't even moved in yet. Phantom probably knew they were in town and it wouldn't be too hard to guess why. Ozpin was bringing his own weapons to bear, so San had to make sure not to piss him off further and be ready in case he was planning on turning on them. Dom disapproved of them even being here, much less what they were doing. Argos would undoubtedly be keeping up his backtalk for the mission's duration and even Will was silently making his displeasure known. It was amazing how someone who almost never spoke could be so expressive.

And of course, should they fail, it would be San's fault for not having his squad under control and dealing with the problems as they occurred.

He missed the old days when all he needed to do was fight. That was something he could do, something he actually liked doing. Which was its own problem. He hadn't even tried to talk down that team of rookies because he'd just wanted to cut loose for a while. He hadn't really thought about it at the time, but sending Will after the thief was the best choice; the silent Faunus was the fastest among them and the best tracker if it came down to that. But if Dom had stayed, he would have dissolved the conflict before it had even begun.

With a grunt, San rose off the bed and walked over to the door. When he opened it, His squadmates glanced at him.

"Where you going?" Dom asked.

"I'm gonna run for a while, get some exercise and a lay of the land."

"You need to exercise after all that fighting we did?" Argos asked as Will joined San at the doorway, clearly intending to accompany his captain. A dark part of San wondered if he was coming to burn off some energy, or keep his captain out of trouble.

"We can't all be as lazy as you." And with that parting dig, San and Will were off.

* * *

><p><strong>AN: <strong>So, our boys in Shadow ended up taking center stage for this chapter. There was a bit where I dithered on having JNPR or CFVY making an appearance, but it always just felt phoned in since there's nothing for them to do. So I folded that meeting into next chapter, which will flow a lot more smoothly. Leave a review if you spot any typos, or just have some criticism.


	4. Chapter 3

**Chapter 3**

It was another normal morning at Beacon for Team RWBY. Blake had woken up well before everyone else, Yang had hogged the bathroom for twenty minutes making sure her hair was perfect, and Weiss had badgered everyone out the door to class ten minutes earlier than the rest of them wanted to leave. The only deviation from the norm was that Ruby was having a hard time keeping her eyes open. Not even the sugary bowl of Pumpkin Pete's Marshmallow Flakes she had for breakfast had gotten her to perk up. She probably shouldn't have stayed up that late gaming, she mused as a yawn threatened to spilt her face.

"Whoa there Ruby, you about to pass out on us?" Yang asked jokingly.

"Nah, just had a long night."

"It's because of those stupid video games of yours. I can't understand why you would want to play something that would rot your brain like that." Weiss lectured.

"Don't knock them till you try them." Blake said wryly.

"Yeah Weiss, lighten up." Yang said. "Just because you're terrible at having fun doesn't mean we all should be."

"Hey! I'll have you know I'm great at having fun."

"You suggested we spend our day off studying." Yang deadpanned.

"Says the girl who wanted to sleep the entire day away." Ruby muttered.

Yang whirled as Weiss tried to repress a snicker. "Hey! Whose side are you on here?"

Ruby was going to respond when something caught her eye. Or rather, someone.

"These uniforms are so restrictive. How do they expect us to fight in these?"

"They don't. We're in a kingdom now; Grimm don't just wander in and have to be driven off. Well, not usually."

The four men from yesterday were walking down the path towards them, wearing Beacon uniforms. The dark haired one, Dom, was tugging on the sleeve of his jacket exasperatedly when he looked up to see them. "Oh. Hello."

"Uh, Hi." Team RWBY came to a halt, as did the other group. "What are you guys doing here?"

"What do you mean, Red?" The blond spearman had a sly smile on his face, as if there was a joke she wasn't getting. "I said we'd see each other around."

"Yeah, but I didn't think that meant you guys were gonna enroll here or anything."

"Technically, we transferred." He replied amiably. Blake stepped out in front of Ruby.

"Why would Ozpin let you transfer here?"

Dom looked her in the eye. "Why wouldn't he?"

"I can think of several good reasons." Blake replied, her tone acid. Ruby frowned. It wasn't like Blake to be this confrontational. Was she still mad about the fight yesterday?

As if he had read her mind, Dom awkwardly shifted. "Sorry about what happened yesterday." He apologized. "Bit of a mix-up there. My friends kinda jumped the gun and let things get out of hand." He had a bright, warm smile. With a smile like that it was hard to blame him for anything.

"They did draw on us first." San, standing in back, muttered. His scowl, on the other hand, made it all too easy to blame him.

"You attacked first." Ruby retorted, crankiness making her words come out more accusing than she had intended.

"You pointed a rifle at my head." The swordsman replied. "Was I supposed to have waited until after you pulled the trigger to assume you were hostile?"

"You could have tried explaining the situation, instead of immediately resorting to violence." Blake said, coming around Ruby to stand in front of them.

"Again, we're sorry about how things turned out." Dom turned to the redhead. "_Aren't_ we, guys?"

The redhead rolled his eyes, but before he could respond a familiar voice called out.

"You!?" Turning Ruby saw JNPR heading to their first morning class. Pyrrha was at the front of the group, and staring with her mouth agape at them. It was strange, the way she was standing with her hands held close to her body like that, it almost seemed like she was nervous or afraid of something.

"You?" The blond was incredulous. "Three years we haven't seen each other and that's how you greet us? What, did you forget my name or something?"

Pyrrha looked over at him, eyes widening in surprise. "Ah, no it's just that…" She trailed off awkwardly. Her eyes flickered to the swordsman, then Blake, then back.

"Old friends of yours, Pyrrha?" Jaune said, obviously trying to dispel the tension.

"The two of us were seniors at Sanctum when she was a freshman." The swordsman explained. "I'm Sanguin."

"Argos." The spearman said. "That's Dom, and the quiet one back there is Will. And you are?"

Pyrrha had recovered her composure. "This is my team here at Beacon. That's Jaune, Nora, and Ren." She pointed to each of them in turn.

"A pleasure." Argos turned to look at Ruby. "And you?"

Ruby rattled off the names of her teammates. "So, what made you guys want to transfer?"

For a moment no one answered, the four of them looking between each other. Dom finally said "We wanted to expand the scope of our education, get to see how the big shot kingdom schools do things."

"Really." Blake clearly didn't believe that. "And what prompted that interest?"

"We are running low on time." Will said from the back of the group. Ruby wasn't sure what that meant, until Dom pulled a scroll from his pocket.

"Yeah, we gotta run or we'll be late for class. Nice meeting you. Again, I guess." The quartet strode off across the courtyard. Pyrrha watched them go with a nervous expression.

"Pyrrha, are you okay? You seem kinda… off." Yang said what they were all thinking.

"Well, I…" Pyrrha trailed off. Jaune stepped in between them and her. "Hey guys, she doesn't have to tell us anything she doesn't want to."

Pyrrha blushed, whether from embarrassment or from Jaune being so close to her Ruby couldn't say. "It's nothing, really. At Sanctum, older students sometimes spar with younger ones to give hands on instruction. Seeing those two just reminded me of some tough sparring sessions, that's all."

Ruby couldn't help noticing that she didn't meet anyone's eyes when she said that. Behind her, Weiss started. "Speaking of the time, we're going to be late to class ourselves if we don't hurry."

"So much for leaving early and not having to run to class." Ruby said wryly, already starting to jog. They made to Professor Port's classroom with a whole minute to spare.

Ruby did _try_ to listen to the lecture, but Professor Port was hard to listen to in the best of circumstances, much less when you were struggling to stay awake like she was. Annoyingly, every time she was about to nod off, Weiss would jab her in the side and wake her back up again. Ruby knew Weiss was doing her a favor by keeping her awake, but that didn't stop her from wanting to strangle the heiress every time she felt a finger ram into her stomach. The tenth time it happened, she restrained the murderous impulse and blearily focused on Professor Port's words again.

"And so my great uncle was able to fragment the Beowolf pack with nothing but a well thrown knife, his masterfully aimed strike bringing down the pack leader and causing the pack to turn on itself. His story demonstrates one of the most important qualities a Huntsmen or Huntress should have, a vital quality that can be the difference between life and death not just for you, but for the defenseless people that Huntsmen and…"

_God he just drones on and on and on_. He probably could have cut his lectures into half the time if he would just get to the point already. Ruby shifted in her seat, her butt starting to ache from the hard wooden bench.

"Precision! The ability to be precise in your movements and exacting with your strikes is critical for all who would seek to overcome the dangers of this world. Who among you thinks you can demonstrate your precision?"

Ruby had drifted off again. This time, Weiss jabbed into her side hard enough to make her jump, letting out a yelp.

"Ah, Miss Rose. Please step forward. This will be a rather simple demonstration, no need to change."

Ruby walked up to the combat space, giving Weiss a glare as she passed. A blast shield rose from the floor, the dim metal pitted and scored from years of use. Professor Port tapped a few buttons and a screen was projected onto it.

"You use a ranged weapon, do you not?" When Ruby nodded confirmation, he continued. "There will be a scene projected onto the shield. You will have only a few seconds to analyze the situation and fire a single shot where you feel it would be most fitting."

Crescent Rose unfolded into its sniper mode. Ruby slid in a fresh magazine and cocked it. "I'm ready."

A scene flickered onto the screen. It was in a forest, the colors in the trees suggesting it was near autumn. On one side, a wolf, a normal one not a Grimm, crouched ready to pounce with a pair of snarling smaller wolves behind it. On the other side, a Huntsman stood with a spear held ready to meet the charge. He had a cocky smile and with good reason, the wolf already having a line of red dripping down its side.

Ruby took this all in in a second, lifted Crescent Rose, aimed, and fired.

"Miss Rose, why exactly did you feel your fellow Huntsman needed to die?" Ruby turned to face Professor Port, his face impassive. He gestured to the screen, where a red marker showed her shot landing dead center of the Huntsman's chest.

"Uh, well…" She began. "He was trying to kill that wolf, but all she was trying to do was protect her puppies, right? He had already hurt her once, and most animals would run away after that. But she didn't cause she needed to defend her puppies or he'd kill them."

"Ruby!" Weiss was hissing from her seat. "That's what you were thinking?"

"Splendidly done Miss Rose!"

"What."

Ruby looked smugly at Weiss while Professor Port continued. "Appearances can be deceiving, especially in our line of work. It is imperative that you look beyond the first impression to see the truth."

The bell cut off the rest of his speech. "Well, that's all for now. Be sure to have your reports ready to be turned in at the start of our next lecture."

oOoOoOoOo

"I still can't believe you got away with that." Weiss said over the background noise of the cafeteria. "How could you have possibly known that you were supposed to shoot the Huntsman?"

"Are you kidding? With all that setup, it was obvious it was going to be a trick question."

Weiss shook her head at her partner's answer. That was so like Ruby. Do something that should fail miserably, succeed with ease, then have no appreciation for what she'd just done. She primly took another bite of her apple. Blake, sitting next to her, reached for some a napkin but winced as she extended her arm.

"Still hurting from yesterday? Those guys could really hit." Yang noticed her partner's discomfort. Despite her airy demeanor, she was surprisingly observant at times.

"Speak of the devil." Weiss commented. Her teammates turned in the direction of her gaze to see the four men walking through the cafeteria. They settled in at an empty table with their trays laden with food. Dom caught them looking and gave a little wave with a soup spoon. Weiss looked away, face flushed from being caught watching.

"By the way, what was that you were talking about earlier?" Yang asked, her mouth full of food. The blonde's (lack of) manners never failed to amaze Weiss.

"What do you mean?" Her partner replied, mercifully swallowing her own mouthful of tuna sandwich first.

"You were getting into it with those transfer students. You said there were a bunch of reasons Ozpin shouldn't have let them transfer." Ruby appeared to be on the same page as her sister.

Weiss had something of an inkling what Blake had meant, but was curious what her well-read teammate thought. The Faunus straightened up in her chair a little, looking awfully like she was about to give a lecture.

"That logo on their uniforms, the black disk, is the emblem of Umbra Academy, out in Nox. There's been bad blood between Umbra Academy and the other major Hunting academies for some time now."

"Nox?" Ruby asked, clearly confused. Weiss sighed tiredly. How could someone so capable when it came to being a Huntress be so clueless about the rest of the world?

"You dunce, Nox is the largest non-kingdom settlement in Remnant."

"How was I supposed to know that?"

"We covered it in class last week!"

"Anyway, why is there bad blood between them and us?" Yang pointedly brought them back to the topic at hand.

Blake explained. "There have been a lot of disputes between the proper way to train Hunters between kingdom academies and Umbra. Umbra's headmistress likes to have low enrollment standards and to put her students on the frontlines of Nox's defenses. As a result, a lot of them end up dying since they aren't ready to fight Grimm yet. There have been a lot of insistences that Umbra change, but they refuse to. On their part, they think kingdom trained Hunters like us are pampered and inexperienced. That's probably why those guys attacked us yesterday; they wanted to rough up the fragile and sheltered kingdom Huntresses."

"We are _not_ fragile." Ruby sulked.

Weiss looked over at the quartet again. It ran deeper than that, of course. Really, the Beacon Umbra tensions were a microcosm of the relationship between the kingdoms and the wilds. The kingdoms, being safer, larger, and far more wealthy, were undeniably the better places to live compared to the rugged, dangerous wilds. The wildlanders compensated for that with a fierce pride in how they survived in the Grimm infested lands. It was little wonder they would jump on a chance to 'prove' how much better they were (even though judging by their ages they were fighting opponents they had several years of training on).

Her brow furrowed. Come to think of it, it had been the redheaded leader of the group who had struck first. This morning, he had said he had studied at Sanctum, which meant he was from Mistral. That made it unlikely he had the usual wildlander chip on his shoulder toward kingdom dwellers. And Dom, who likely was from Nox, had been upset with his teammates for fighting.

Her musings were interrupted by rough male laughter. Once again, Cardin Winchester and his cronies were amusing themselves by picking on someone too cowardly to put them in their place. She was one of the usual targets, a rabbit Faunus girl whose name Weiss couldn't quite remember. It had something to do with fabric, she recalled. Velour? No, Velvet, that was it. Cardin was tugging on her ears, laughing alongside his teammates.

"You know, if I was you, I'd have gotten rid of these things already." He said, tugging on the rabbit ear again. "At least you wouldn't have to _look_ like a freak." His friends all must have thought that was the height of wit, given the laughter that greeted his words. A tide of anger rose behind Weiss' eyes. She had little patience for bullies, especially ones as pathetic as Cardin Winchester. Across from her, Blake was practically trembling with suppressed rage.

"I've just about had it with Cardin." Blake said through gritted teeth.

"Yeah," Yang said. "I think we should teach him a lesson."

"Hold it." Weiss said. She may not like what was going on, but someone had to be the voice of reason. "We can't start a brawl in the middle of the cafeteria. Again."

"I don't see a single reason why we shouldn't." Blake said, eyeing Weiss like she was suddenly the enemy.

"If we start the fight, we'll be the ones in trouble, not Cardin." Weiss started to look around the cafeteria for a teacher she could get involved. Beating up Cardin and injuring his pride would only make him more likely to take out his frustrations on Velvet or some other timid victim later on.

"I don't get it." Ruby said, cocking her head in confusion. "Why doesn't Velvet just kick his ass? She totally could."

"She's scared." Yang said simply.

"Why? She's gone on missions and stuff and fought Grimm way more scary than _Cardin_." Ruby's tone made it clear what she thought of Cardin's skills.

Yang shook her head. "It's different. You can fight monsters all day and still not want to mess with people. Generally speaking, you're not supposed to go around kicking people's heads in; Velvet too nice a person to be comfortable doing that."

A high pitched yelp of pain attracted Weiss' attention. Her first thought was that Cardin had crossed the line from harassment to outright violence, but when she looked it was Cardin who was clutching his hand in pain while Velvet darted away. Team CRDL appeared to have completely forgotten her, with the other members' attention on Russel, who was reaching under the table. He held up a spoon.

"What the hell?" Cardin asked. "Where the hell did that come from?" His teammates shook their heads or shrugged and Cardin started to glance about the lunch room, almost fearfully.

"Who threw that!?" He asked angrily, but received no answer. The buzz of conversation gradually filled the cafeteria again.

"What just happened there?" Yang asked.

"I think someone hit Cardin in the hand with a thrown spoon." Weiss explained. Judging by the angles… She craned her head trying to see who had thrown it.

"Weird. Oh well." Yang said dismissively. "Problem solved."

Blake frowned. "Until the next time Cardin feels like picking on Velvet."

"Well, hopefully by then she will be comfortable taking him down a peg." Ruby said.

"Either way, does anyone else want to go teach Cardin a lesson?" Yang asked. She cracked her knuckles. "Violently."

"No, Yang." Weiss said. "We're not getting in trouble for tearing up the cafeteria again."

"Come on, that food fight was awesome and you know it."

"And were the five hours we had to spend cleaning this place awesome too?" Weiss asked primly.

Yang plopped her head onto the table. "You guys are no fun. Nora would've helped."

oOoOoOoOo

Professor Oobleck darted around the classroom like a jackrabbit with a sugar high. Some people found the constant motion distracting but Ruby didn't really mind. Trying to keep track of the hyperactive teacher gave her something to actually pay attention to in class.

"Which, as I'm sure you are all well aware of, was a major factor in inciting the tensions that exploded into the Faunus War. Now, who can tell us what was the catalyst that started the Faunus War in earnest?"

Jaune raised his hand, probably trying to jump on the easy question. "The Menagerie Massacre?"

"Aha!" Oobleck sped in front of Jaune's seat and just as quickly darted away. "That is certainly the largest factor that promoted hostilities between Faunus and humans. However, the war itself didn't begin until something else happened, after the Massacre. Anyone else? Ah, Miss Belladonna."

"Mortis Manus was recruited by the Atlesian military and promoted to a high ranking command." Blake's words were said almost in a monotone; given how easily she normally got worked up about how the Schnee's mistreated Faunus, it was surprising she could be so calm about someone _way _worse.

Mortis Manus. The Bloody Handed Butcher of Menagerie. The single greatest mass murderer in living memory and the man responsible for the Faunus War.

Tensions over the forced relocations of Faunus into Menagerie had been building up, with humans dragging Faunus from their homes and Faunus launching retaliatory strikes at human authorities. A group of humans had decided that the relocation efforts were a mistake and that there was another way to handle the Faunus 'menace'.

Mortis had been the head of the main anti-Faunus group. He had a distinctive Semblance, a field of crimson energy around his hand that was incredibly destructive and had already earned him the nickname "Bloody Hand". With a power like that, the defenses the Faunus had in Menagerie were as effective as tissue paper. He ripped through the city's defenses and led his followers into Menagerie to slaughter everyone they could find. Men, women, children, they didn't discriminate. Ruby had seen the pictures of piles of corpses littering the streets of Menagerie. By the time the Faunus had managed to rally and wipe out the invaders, thousands lay dead. Mortis, however, had managed to elude captivity and had fled to Atlas. Even with the depraved slaughter that had taken place, things still might have been smoothed over if Atlas' council had not made a spectacularly stupid decision.

Feeling that war with Faunus was bound to happen, the Atlas ruling council decided their military needed to be bolstered. And who better to have on hand to help with fighting Faunus than the man who had already survived a major conflict with them? As anyone with half a brain could have predicted, the Faunus were outraged to see a mass murderer being put in command of a kingdom's military. The Faunus War had been inevitable at that point.

"Very good, Miss Belladonna." Oobleck was actually standing still, the usual indicator he was getting to the point. "There is an important lesson to be learned from the life of Mortis Manus. Could anyone tell us what that is?"

"Don't be a psychopathic racist?" Yang muttered under her breath to Ruby.

"Not at all, Miss Xiao Long." Yang jumped when Oobleck was suddenly in front of them. Honestly, it was her own fault for not remembering most of their teachers had eyes like hawks and ears like… something with really good hearing.

"Anyone else?" Oobleck asked. When he was answered with silence, he continued. "As Hunters in-training you all will one day be extraordinary individuals with great powers. Mortis Manus was one such individual, and he has spent the last forty years in prison for misusing that power. From his perspective Mortis was doing the right thing by purging what he saw as an inhuman menace from the world. It is imperative for us as Huntsmen and Huntress to be mindful of our actions and to avoid slipping into the trap he fell into. The road to hell is, as they say, paved with good intentions."

The bell rang. "That concludes today's lecture, class. Don't forget you will need to have your project groups turned in by next Tuesday if you intend to do group work."

Ruby was uncharacteristically silent as the team walked back to their room to change before dinner. Weiss noticed.

"What is it?"

Ruby shook her head. "It's nothing. I was just thinking, there's a lot more to being a Huntress than just knowing how to fight."

"You're telling me." Yang said. "Hell, fighting is the easy part compared to a lotta the stuff we have to learn."

"I think Ruby was more referring to the moral responsibilities of the career, not having to pass history tests." Blake hazarded.

"Hey! I _did_ pass, thank you very much."

"A D doesn't deserve to pass." Weiss said haughtily.

Ruby grinned at the usual bickering, forgetting the responsibilities of a Huntress and long past atrocities.

oOoOoOoOo

In one of the nicer cafés on the outskirts of Vale's industrial district, a young man and woman were on a date. At least, they appeared to be. They had walked up hand in hand, ordered the same drinks, and had been happily chatting for a half hour as their coffee gradually cooled.

The coffee shop's owner, Mr. Bill Kaldi was tense. Very very tense. He couldn't have said why other than that in this part of town a man either developed a sense for trouble or he didn't stay in business, to put it politely. And he could feel it in his horns that paying any undue attention to the happy couple was a very bad idea. The woman had enough muscle on her to shove a fist through a brick wall and the man moved like a stalking cat, every step and gesture flowing and precise.

After a few minutes of carefully not watching them, he started to not notice a few things. Like how neither of the pair appeared to have any interest in actually drinking their coffee beyond the occasional sip. Or that the table they had chosen allowed the young man to watch the door and let his lady friend watch the counter. She wasn't watching him, but Bill had the distinct impression that was in the same sense that he wasn't watching them.

The young man kept checking a scroll he had set on the table, which gave Bill a cautious sense of hope. He had started offering free internet a few months ago to try and pull in some more customers; if all they were doing was killing time while waiting for a message or something, they should just leave once they got it.

Sure enough, eventually the little device dinged and the man scooped it up with almost desperate speed. His eyes traced lines of text and he looked up. "Guess who's in town?" Bill could just barely hear the words if he strained himself. For all the times people gave him hell for his ears, they did come in handy.

"Who?"

"An old friend of ours." The man said, taking the largest sip of coffee he had in the last twenty minutes.

"We have a lot of old friends, Lance." The woman replied, folding her arms with what Bill would guess was an irritated expression.

"You remember, the prodigy? The one who never loses?"

"Ah, him. That might be a problem. We didn't exactly part on good terms."

"We'll handle it. We don't have another choice." Lance leaned back from the almost whispered conversation. He downed what was left of his drink and stood, his companion mimicking the actions. But as he headed for the door, she eyed the counter with an appraising look.

Lance turned back to her, standing at the door. "Morgan, come on."

"Just a sec." Morgan absently cracked her neck and began to approach the counter. At this point Bill was acutely aware of the fact that the shop was empty except for the three of them. His eyes were drawn to the shotgun that he kept under the counter in case of emergencies. The smile of her face, however, was the sort that promised a great deal of pain if he tried anything. She stepped right up in front of him, raised a meaty hand, and… Bill winced.

He opened his eyes to see her pointing to a bun under the glass. "Could I get one of those to go, please?" She asked in a sweet tone of voice. Numbly, Bill wrapped on up and handed it to her. She stood there watching him oddly.

"…How much is it?" Bill blinked. "On the house." He managed to croak out. Morgan looked at him oddly, shrugged, and walked out with Lance. Bill sagged against the counter, the tension pouring out of his body.

He considered calling the police, but what would he tell them? Oh, there were these two suspicious characters, no they didn't do anything wrong but they had a cryptic conversation? Yeah, right. No sense in inviting trouble. Faunus who got the attention of the police didn't tend to end up pleased with the experience.

* * *

><p>AN: And here we have the chapter in which nothing happens. It's not ideal, but the flow of the story means we get a big ball of foreshadowing and exposition all at once. Don't worry though, next chapter is going to pick things up, I promise.<p>

I don't really have anyone in my life I can take a fanfic written about an animated, animesque web series, so this lacking in the proofreading department. So, if you spot any errors, drop a review and let me know what/where. Thanks.


	5. Chapter 4

**Chapter 4**

"You know, I could get used to this." Morgan hefted the case full of Dust in one of her hands. "It's kind of fun."

"Glad you're enjoying yourself." Lance was watching the shop's owner fill another case, one of his soldiers keeping the man at spearpoint. Of the other five soldiers with them, three were carrying their own Dust supply, with the other two keeping watch.

"It's just so little effort for so much reward." Morgan absently stepped down on the mangled remains of an anti-theft shutter. The thick metal bars across the door and windows would probably have deterred most would-be burglars without a blowtorch and a few hours to go to town on them. Morgan had simply ripped them clean off the walls. The old man had been rather cooperative after seeing that.

"Do try to stay focused. We're supposed to be robbing the place, not having a chat." Lance grabbed the now full container and tossed it to one of his clones. The hooded spearman caught it out of the air. He stepped back to join his identical companions, each one dressed in Umbra-style combat gear with a spear at their side. Even after years of fighting alongside Lance, having four of five duplicates of him running around was still unnerving. Lance usually had his copies wear hoods and masks. It kept enemies from learning his abilities, he said, but Morgan always thought he did it for his teammates' sake. Gwen certainly had been vocal about how she found the repeated 'deaths' of their teammate to be creepy.

Morgan squashed the memory. "Are we done here?"

"I think that's about it." Lance turned back to the old man. "You're cooperation is appreciated."

The watcher at the door stirred, the words muffled by his mask. "Trouble."

Outside, a lone man was waiting for them. "Trouble indeed." Morgan dropped her case of Dust and strode out to meet him. Behind her, Lance and the clones similarly dropped their burdens and formed a loose crescent around her, Lance himself to her left. She spoke first.

"Argos."

"Morgan." He rested his spear on his shoulder, looking as though they had merely met during a walk. His gaze shifted to the right end of the line. "And Lance, good to see you."

_Damn. _ Of course this asshole would see through the decoy. Lance threw back his hood and pulled down his mask. "I had not thought to see you here, Argos. At least, not alone."

"About that." A body slammed into the pavement next to them. The clone was already fading into smoke as she looked to see William on the rooftop he had been observing from.

_So much for having some insurance. _She had been opposed to the idea of splitting their forces from the beginning but Lance had insisted. She glanced toward the alley where the second one had been hiding and there he was.

She felt her mouth go dry. A monster with hair the color of blood and a predatory look in his eyes. "Sanguin."

"It's been a while, Sanguin." Lance blurred for a moment, suddenly having two new clones on either side of him. Morgan slammed her gauntlets together, ruffling her hair with the shockwave they produced. She pointed a heavy, metal finger at Argos and Sanguin. "Are we gonna do this, or stand around jawing all day."

"Before we begin, perhaps you wouldn't mind telling us where Mordred is?" Argos asked.

"What do you think?" Morgan was a touch offended by the question. He should know better than to think any of them would turn on a squadmate like that. If the question had been turned to him, she doubted even he would have laughed it off.

"Make this easy on yourselves." William had joined his friends. For the usually silent Faunus to speak up, it seemed he actually still cared what happened to them.

"Easy how? We all know Woden doesn't tolerate dissent. You're going to kill us no matter what we do." William was too well trained to avert his eyes, but he did look pained at her words. It just occurred to her, Shadow was one short too. _Where's Dominic? _If he was holding back to watch for Mordred then they'd probably be okay. But if he planning on launching a sneak attack on them here…

"Enough." Sanguin drew his sword. The monster was drooling now, ready to eat. "Let's end this."

"As you wish." With that, Morgan punched the ground, sending a wave of shattered concrete racing forward. Shadow scattered to avoid it and were met by charging clones. Morgan clenched her fist and charged into the fray.

oOoOoOoOo

Dom had lost track of the number of times he had restlessly paced the length of the room and back. The waiting was driving him mad. They had finally found the enemy, yet he was being held back to continue running surveillance while the others went out to hunt. He'd crossed the world for this mission and now San had stuck him on the sidelines for the duration. It made him want to hate the man.

He would have, if it wasn't all so very logical. Sure, Lance and Morgan were raising hell downtown and it was likely the third member of Phantom was close by. However, _likely_ was far too uncertain for dealing with a man like Mordred. He could be off doing god knows what and someone needed to hang back and run surveillance to catch him at it. Since Dom would have had to teach any of the others how to keep track of the different cameras and alarms that made up Vale's civil defenses, and was the least skilled of the four in battle, he was the obvious choice. That didn't make him like it any more, though.

The only problem was that the radios he had built for the squad had a limited range. Morgan and Lance had been sitting right on the edge of that range. To make matters worse, the flow of the battle had pulled them all the rest of the way out. The only way for him to reach them now would be to message their scrolls and he doubted they would be taking the time to check them in the middle of battle. Which meant that if he did find something he would have to handle it alone, and the prospect of facing the final member of Phantom squad was not a pleasant one. It chafed, but he knew the wisest course of action in that case would be to stay put with his eyes on the cameras, and keep track of Mordred via the security systems. Later, when San and the others were back, they could go after Mordred as a group.

A blinking light caught his attention. _Odd. _ It was his scroll that had lit up, not his computer. The computer was where he was running most of the security sweeps, the only thing on his scroll was Beacon's internal security. For that to have gone off… He quickly accessed the scroll. His eyes flew across the words, and focused on the camera feed. He stood stock still for a moment, weighing his options and priorities. The mission dictated he remain where he was and keep tabs on the enemy, so he could alert the others and they could attack in force, guaranteeing victory.

_Damnit._ He slung Twin-edge over his back, slid knives into the various sheaths around his body, and was out the door before he could talk himself out of it.

oOoOoOoOo

Three members of Team RWBY were wandering the grounds of Beacon, looking for their most vocal member. They would have been having an easier time of it, if it weren't for the fact that they were technically breaking curfew and needed to sneak around as a result. While most of the faculty were willing to overlook the occasional late night snack run, anyone foolish enough to be openly traipsing around the grounds past curfew was going to catch hell for it.

"Seriously, where is she?" Yang was asking; as they left the third training field they had checked.

"I 'unno." Her sister said around a mouthful of cookies. She had been in the middle of a bag of them when Yang had mentioned how late Weiss was out and had decided against leaving them behind. It was rather common for the Schnee heiress to be out late. Weiss loved to push herself on the practice field and the nearly effortless way Sanguin had outfought her earlier that week had lit a fire under her. Still, even at her most fervent she would never tempt staying out after curfew had started. If nothing else, all the times she had chided Ruby or Yang for doing so meant that she would never live it down.

And so, baited with the prospect of finally knocking Weiss down a peg or two, Yang and Ruby set off to find her. Blake was merely accompanying them to make sure they stayed out of trouble, or so she told herself.

"Well then where is she? The library's closed and she's not in the practice courts, so where could she possibly be?"

"We haven't checked the practice courts on the east side yet, maybe she's in one of them." Blake suggested. The eastern courts were secluded from the rest of Beacon's grounds somewhat. They were where people went to practice in semi-privacy. If Weiss were working on a new attack or technique, something she could expect to fail at a few times (or more) she might have gone out that far. Perhaps not surprising for someone driven to improve as much as possible, the Schnee heiress didn't like other people seeing her when she when she made mistakes.

"Honestly Ruby," Yang was saying. "You need to get Weiss to stop being such a workaholic."

Ruby was giving a muffled reply when a noise, faint to a human but all too loud to her Faunus ears, caught Blake's attention. She turned towards it and looked down another one of the tree shrouded pathways that crisscrossed Beacon's grounds. Time seemed to slow as she saw him. He was wearing a long, black coat with a hood that covered his face. And thrown over his shoulder like a sack of potatoes was a girl with long white hair.

"Weiss!" Blake cried, her teammates turning in response. The man didn't hesitate, but quickly turned and ran down the path. Blake raced after him, her legs working as hard as she could make them. Ruby and Yang were close behind, the whirring of metal telling Blake that Crescent Rose and Ember Celica were being readied for battle. She quickly drew Gambol Shroud herself. The man in black was widening the gap between them, until he sprang to the side suddenly to avoid a flash of silver that embedded itself in the ground where he had been. The knife exploded, throwing up a cloud of dust. Another black figure burst from the trees and landed in front of them. He drew back a hand that glittered in the moonlight until he was tackled to the ground by a flash of red.

"Get off me!" Dom yelled, shoving at Ruby.

"Don't!" She yelled back. "You'll hit Weiss!"

Dom's eyes widened for a second, before they narrowed and his lips curled into a snarl. He tucked the knife back into his sleeve with a flick of his wrist and burst after the kidnapper with a surprising turn of speed. The kidnapper was heading east, toward the cliffs. For a moment Blake had the hope that he would try to take the lift down and they could corner him. No such luck. Without the slightest break in stride, he sprang over the edge and into empty air. The three members of Team RWBY and Dom were right behind him as they fell.

The unforgiving ground rushed up to meet them. The kiddnaper fell, his coattails and Weiss' long hair fluttering in the wind. He made a gesture, somehow coming to a stop in midair. He had to jerk to the side to avoid Dom, who swung with a dual ended sword as he flew past him. Dom didn't do anything to break his fall, just slammed into the ground feet first like a falling stone. The impact drove a crater into the ground but he was already running towards the roof the kidnapper had dropped onto.

Somewhere behind her, Blake could hear the sound of gunfire, likely the two sisters trying to slow themselves down. Blake gripped Gambol Shroud's ribbon, this was going to be tight. She fired, sending the pistol into a building she was falling past. As she descended, the ribbon pulled taut and brought her scything through the air. She had to curl up her legs to keep them from scrapping the pavement (and probably snapping off, given how fast she was moving). At the top of her arc, she disengaged Gambol Shroud and flew. She landed roughly on another rooftop, the impact enough to almost jarring her teeth together.

A flash of white caught her eye. Blake ran over to the edge and saw him running, Weiss still tucked under an arm. Ruby and Dom were behind him and Yang was jumping down after them. Blake vaulted over the edge and joined the chase.

Their chase raced through the city streets, on rooftops and over traffic. As she ran, Blake's mind was awhirl with questions. Who was this guy? Why did he want Weiss? What was Dom doing here? Despite her best efforts, she just wasn't fast enough to catch him. The others were lagging also, but Ruby and Dom were keeping closer than she and Yang could. Finally, as Blake rounded a corner, she had lost him, but the hole in a nearby warehouse's window looked promising. She and Yang jumped through and landed on the floor where Dom and Ruby were waiting. Their attention was fixated on a second level catwalk, where the kidnapper was standing, Weiss haphazardly dropped on the ground next to him. The warehouse was full of construction materials, steel girders and concrete blocks, lying on pallets or stacked in piles.

"Give Weiss back, NOW!" Ruby yelled, more raw fury in her voice than Blake had ever heard from her.

The kidnapper ignored her and addressed Dominic. "You're pretty far from home, Momma's Boy."

"Mordred." Dominic coolly replied. "Stooping to kidnapping now? I thought you had at least some pride." The implications of the exchange were not lost on Blake. Dom and this 'Mordred' knew each other on a personal level. Mordred had thrown his hood back, letting them see his face. He had long, dark brown hair that fell around his shoulders. His face was narrow, with thin lips eyes that were pale gray and icy cold.

"You're one to talk about pride." Mordred had a little half smile on his face that was starting to infuriate Blake, as if this was all some big joke to him. "Is this the part where you swear to kill me or some other dramatic speech?"

Dom crossed his arms. "If you want. Or I can just beat you to a pulp and drag you back home. Though, since those hands of yours are so dangerous, I may have to take them from you."

"I'll pass on that offer. I'd really rather just kill you."

"_If_ you can."

"Do you honestly think _you_ are anywhere near my lev-"

"Shut up!" Ruby yelled. "Give Weiss back!" She screamed at Mordred.

He raised an eyebrow. "And why would I do that?"

Ruby folded Crescent Rose into its sniper rifle mode and pointed it at him. "Or else."

He chuckled at that. "Sorry, but I'm not giving up my prize just because you point a peashooter at me."

"Your prize?! That's IT!" Ruby fired a flurry of rounds. Mordred barely reacted, only raising one of his fingers. A steel girder, probably ten feet long or more, leapt off the pallet next to Mordred with stunning speed and interposed itself between the two, the bullets' impacts shaking it as it hovered.

"That was rather rude." Mordred said. He pointed his finger and the metal pillar shot forward like from a cannon. Dom stepped in front of Ruby and caught it with an outstretched hand. With a grunt, he threw it back the way it came. The girder froze to a stop in midair before it could hit Mordred, who just looked bored. Dom looked down at Ruby disapprovingly.

"Calm down. Losing your cool is a great way to get killed." He turned back to look at Mordred. "This guy has a puppetmaster ability. If he touches something, he can put an invisible 'string' on it and manipulate it freely. That includes human bodies, so be careful not to let him touch you. He has ten strings, one for each finger. For this fight, we need to neutralize his puppets while attacking from a distance to keep him from controlling us." Dominic pulled his swords from his back, the two of them snapping into line with a decidedly deadly sounding click. His instructions were delivered in a calm, workmanlike manner. Blake found that reassuring. Put like that, it was possible to pretend this was nothing more than an unusual training exercise.

oOoOoOoOo

Dom was trying very hard to keep his near panic from showing.

Mordred had graduated ranked highest in his class, one year over Dom. Dom's own rank was in the mid-teens of his class. That didn't paint a particularly promising picture. Not to mention that Mordred's chosen battleground was full of large, heavy objects for him to throw at them. And to cap it all off, Dom's backup was more likely to prove a liability than an asset. He'd have told them to go back to Beacon, if he thought it would do any good.

"You're being rather patient." Mordred hadn't attacked while he was talking to the girls, despite Dom explaining his power and being relatively distracted. Mordred sneered in response.

"Please. Do you really think I need to resort to cheap tricks like a sneak attack? Against someone like you?" The silver lining here was that Mordred didn't have his blades with him, so he'd have to make do with whatever he could grab here. _The question is, what does he have?_ He had had two of them on his shoes earlier, but the few seconds he had had in the warehouse before Dom and Ruby had gotten there had given him enough time to set up his strings on a complete set of new puppets.

This was going to be a defensive battle. Dom was going to have to take point, get as much of Mordred's attacks aimed at him as possible. If they could hold out long enough, San or other reinforcements would arrive and tip the balance in their favor.

Dom spun Twin-edge, taking solace from the familiar weight. The girls were spreading out slightly around him, a sign of good training; that way Mordred couldn't attack them all at once. Dom shifted into a fighting stance, waiting for Mordred to make the first move.

He didn't have to wait long. Mordred tapped the girder on top of the pile next to him and raised his hand. The girder, along with three others, rose to join the one in the air. With a flick of Mordred's fingers they swirled about, long ends pointing at the group below him like a row of spears. Another flick and they descended in a rain of steel. Dom dodged the one aimed at him and let fly one of his knives. Unfortunately, Mordred had anticipated that and had kept one of his girders back to defend himself. They met in midair, the following explosion knocking the girder back. It would have been the perfect moment to attack, if Dom didn't needing to dodge to keep the first girder from smashing his skull in. He danced backward, Twin-edge flashing forward to meet it with a resounding clang. The girder lashed again and again and though Dom deflected or evaded each strike it was enough to keep him on the defensive.

The girls were all have similar problems, the metal bars danced as if they were alive. He saw Yang sidestep her girder, only for it to spin like a cheerleader's baton and slam her into a wall. Blake and Ruby were more agile, but even they were having difficulty evading the twisting metal serpents. That was what made Mordred truly dangerous; his ability to perfectly manipulate five objects against four different opponents while making it look easy.

_Wait… five?_ Mordred only had his right hand raised; his left was in his pocket. Why was he only using one hand? Their attacks were starting to get through; one of Ruby's shots had gotten past the defending girder and Mordred had dodged it rather than use his other hand. Did he not have enough time to get his left hand's strings in place? No, there were still plenty of girders in the stack he had drawn his first five from. So why was he limiting himself?

Dom's train of thought was derailed when his girder tried to swat him into the ground like a fly. Twin-edge met it as it swung down and Dom used its own momentum to let Twin-edge shear through it. The severed piece dropped with a clang. Mordred wasted no time in letting the rest of it fall, slapping another one and bringing it to bear. Again, he only used his right hand. _Why?_ He was again distracted, this time by Ruby's shout.

"Weiss! Run for it!"

Dom whirled. Weiss was on her feet, though she looked unsteady, and had drawn her rapier. She ignored Mordred and clumsily vaulted over the catwalk's railing, dropping down to the floor and landing near Blake. Dom was already running but it felt as though his feet were made of lead. As if in slow motion he saw Weiss raise her sword and stab it into the ground. Ice erupted from the point of impact, rapidly forming a large wall. Blake had managed to dodge being frozen at the last second, but thrown off balance as she was she had no way of avoiding Mordred slipping behind her and almost gently placing his right hand on the back of her neck. Mordred leapt back onto the catwalk, followed by Weiss and Blake.

Dom was furious with himself. _Goddamnit, why didn't I notice!? He was _carrying_ her! What was I thinking!?_

"Now then, ladies. I hope I didn't bore you too much with the prologue." Mordred smiled as he flexed his fingers. Weiss was still unconscious and Blake was visibly struggling, but even so they both took fighting stances. "Time to start the show."

oOoOoOoOo

Ruby glared as Mordred positioned her teammates like marionettes. A red mist filled her mind until she saw Dom out of the corner of her eye. Remembering his earlier words, she swallowed down her anger and focused on the enemy.

"Since I'm feeling magnanimous, I fill in some of the holes in my good friend's explanation." Mordred said. "When I'm controlling something complex, I need to devote more than one finger. For something like a human body I need a whole hand, so these two pretty puppets are the only ones I can use right now." His smirk deepened a little. "Of course, it's not like I'll need any others to kill you all."

A twitch of his fingers, and Weiss and Blake were flying at them. They didn't seem affected by gravity anymore; both of them glided through the air rather than jumped. Even as Weiss reached the ground and began to slash at Dom, she still didn't walk or stand so much as she hovered an inch over the ground. Blake, exchanging blows with Yang with gritted teeth, was doing the same.

Intending to capitalize on not being attacked at the moment, Ruby hefted Crescent Rose and took aim at Mordred. The puppeteer simply waved his right hand and Blake was yanked backwards through the air until she was in-between the two of them. Ruby's finger froze on the trigger.

"Ruby!" Blake called. "Don't worry about me! If he wins he'll kill us all anyway!"

"Yeah, but…" Ruby just couldn't shoot her friend. Mordred laughed mockingly. Blake shot towards Ruby at blinding speed, but the young leader still couldn't bring herself to pull the trigger. Blake's blades lashed forward, Ruby managing to fend them off. Another explosion of ice caught her attention. Yang had been sealed up in a pillar of ice. Her fire was already melting it, but she'd be out of the fight for a little while. Distracted, Ruby didn't notice one of Blake's feet hooking around her own. A quick yank and she was on the ground. Even so, Ruby still managed to parry a few strikes, until one of Blake's feet came down on her wrist, pinning her arm and Crescent Rose to the ground. Death descended in the form of one of her closest friends.

Until another sword entered Ruby's vision and caught the pair mid-strike. Dom slowly pushed Gambol Shroud up and back, Blake's muscles straining against him. Ruby looked past them both to see Mordred, who had an annoyed expression, as if offended he hadn't managed to kill her yet. He twitched his wrist, and from the corner of her eye Ruby saw a blur of movement.

Weiss was flying towards her, Myrtenaster drawn back ready to strike. Behind her, Yang had just shattered the ice holding her, but she was still unsteady, the bolstering power of her Semblance not having time to kick in yet. As Weiss drew closer, Ruby tried to bring Crescent Rose to around to block but it was still pinned by Blake's foot. Myrtenaster shot forward.

A hand descended into the path of the blade and the rapier lodged itself in its palm.

Dom's lips were pressed firmly together, but Ruby could still hear him scream in pain. Then, stunning Ruby, he pushed his hand forward, further embedding Myrtenaster into his palm, and wrapped his fingers around Mrytenaster's hilt and Weiss' hand. With a shout, he swung Weiss around, slamming her into Blake and sending the Faunus flying. Dominic then slammed Weiss to the ground, dropping his sword to pin her free arm. Ruby shot to her feet. Yang rushed over and positioned herself in between Blake and her. "Ruby, are you okay?"

"Yeah, I'm fine. But Dom-"

"I'm good." His voice was thick with pain but his eyes were still sharp. "I've had worse." Weiss was kicking and struggling beneath him but he managed to keep her pinned, despite his impaled hand being loose at his side. Just looking at it made Ruby's own hands hurt. Mocking laughter drifted down to them.

"Absolutely pathetic. You struggle with all your strength and this is all you're capable of. I didn't expect much more from those children but you have no excuse, Dominic."

Ruby moved up to join Yang. "Don't worry, we can take him." She called back to Dom.

"No, you can't." Mordred shook his head like she had answered a question wrong in class. "Dominic was the only one here with any degree of talent, little as it was. With him losing an arm like that, this is over."

"Like hell it is!" Yang was beginning to flare up, flickers of fire running along her hair. Mordred smirked back. "And what are you going to do, little girl? Go running to mommy?"

_Oh god. _The embers around Yang surged into an inferno.

"Damnit, he's just trying to bait you. Keep it together." Dom was trying to get through to her sister but he was wasting his time. Ruby knew from experience that trying to get her to calm down wouldn't work. When Yang got mad, the only thing you could do was get out of the way and let her do her thing. Which she did, charging forward in a surge of fire. With a flick of Mordred's wrist, Blake flew to meet her.

Then, surprising everyone, Yang sidestepped her attacking partner, spun around, and trapped Blake's arms to her side with a crushing bear hug.

"Now, Ruby!"

Grinning at her sister's surprising cunning, Ruby raised Crescent Rose to blow Mordred's head off, only to see the puppetmaster lunging straight for her, fingers outstretched. For the first time that night, Ruby felt calm. If he touched her it was over, sure, but that just meant this was a test of speed. And if there was one thing Ruby Rose was, it was fast.

She dodged Mordred's striking hand, her Semblance making it child's play to dodge get behind him. The scythe blade hammered into his back, his Aura flaring as he was sent flying. He slammed into a wooden crate face first, and as he got to his feet Ruby could see the edge of the crate had cut his cheek open, meaning his Aura had been nearly fully depleted by her attack. She didn't intend to give any time to recover and quickly wedged her scythe in the floor, firing as fast as she could pull the trigger. Mordred's eyes widened and he fearfully slapped at the crate next to him, only just managing to raise it off the ground in time to intercept her shots.

The crate shuddered under the impacts and suddenly Yang was beside Ruby, adding her own fire to the onslaught. They were joined a second later by a now free Blake, who joined Gamobl Shroud's fire to theirs. The box fell apart from all the bullets sent its way, but Mordred moved fast, rapidly grabbing at the pipes as they fell from the ruin of their container. His fingers danced and they moved with them, creating a whirling wall of spinning metal. He'd used both his hands for that and as Ruby glanced over she saw Weiss now slumped bonelessly on the ground. They'd broken his grip on her.

With his new barrier, Mordred managed to fend off the hail of gunfire until Crescent Rose ran dry. Her teammates stopping their barrages informed her they had similarly run out of ammo. As she dug for a fresh mag, Mordred drew up the pipes around him in a metal cage. The mocking smile was gone, replaced by a look of rage.

"You _brats._" He spat. "I'm done playing around. Time you learned what a _real _Huntsman can do." He leveled the pipes towards Weiss and Dominic. But before he could attack, a dark shape with a flash of red smashed through a window on the upper level. Sanguin dropped down to the floor, landing lightly on his feet.

"San!" Dominic cried, relief evident in his voice. Sanguin wore the same dour expression he always seemed to have. His bright green eyes surveyed the scene, passing over Ruby, Yang, Blake, and Mordred before lingering for a second on Weiss and Dominic. His eyes narrowed, and Ruby felt a chill run up her back.

"You." Mordred spoke to Sanguin, some of his old swagger returning. "I'm surprised to see you here. Are we actually important enough to make Woden let her pet monster off the leash?"

"I see you still haven't learned not to run your mouth, Mordred?" Sanguin grabbed his sword's hilt, the blade rasping on the wooden sheath as he drew it.

"Let me guess, this little maggot called for help and you came by to lend a hand?" Something about what he was saying sounded off, like there was something he meant that she didn't understand. It only lasted for a second, but Ruby saw Sanguin's eyes widen and his fist clench. He stepped forward, his body shifting into a fighting stance.

Mordred glanced up at Ruby and her teammates, their weapons still aimed at him and looked back at Sanguin. He sighed and theatrically raised his hands in surrender, the pipes clattering to the floor.

"Well, I'm a big enough man to admit when I'm beat." He took a long step back, his back almost touching the wall behind him. "Next time Dom, your mother's pet won't be around to save you." He dropped his hands to slap against the wall, then clapped them together, fingers clenched tight.

A creaking above her turned Ruby's head toward the ceiling. The roof was beginning to cave in and as she looked the walls were following suit.

"The building's imploding!" Sanguin shouted at them. "Get out!"

"But Weiss!" Ruby shouted back.

"I'll get them, just go!" And she had no choice, with Yang's hand on her collar pulling her out the window behind them. As they fell to the ground outside, the warehouse's walls slammed together with a crash of shattering concrete and metal.

"WEIIIISSSS!"

oOoOoOoOo

When Mordred started to collapse the building, San was already rushing over to them, his hand burning red. As he ran he swept it out in front of him and the red took flight, a line of crimson slicing through the air. When it met the rapidly approaching tangle of walls, it sliced through them too, as it the concrete were made of paper. The path it carved wasn't large, barely three feet wide, but that was more than enough.

San leapt through first, Dom close on his heels. San, unsurprisingly, landed lightly. Dom, with a sword through his palm and his other hand carrying a teenage girl's worth of dead weight, was not as graceful. He did manage to land on his feet, but his legs buckled underneath him and he skidded across the ground. To his credit, he kept his passenger from hitting the ground by twisting so he'd landed on his back. After they came to a halt he was content to lay there for a moment, dropping his head back on the pavement and letting various parts of his body submit complaints. A foot entered his field of vision and not ungently rolled Weiss off him. San took his hand and pulled him up into a sitting position.

"Mordred?" Dom asked.

"Gone."

Dom flushed with guilt. "If you hadn't had to save me, you could have had him. I'm sorry."

"Doubt it'd been that easy." His captain dismissed his apology and pointed at his hand. "Let's get that out of you." He grabbed the hilt with one hand and Dom's wrist with the other. "On three." Dom had to suppress the urge to roll his eyes. Someone saying they would rip out something stuck in a person on three, then actually doing it on one or two was one of the oldest clichés in the book. It was so they didn't clench up and make the pain worse but Dom liked to think he had more control than that. San readied himself. "One, two, three!"

Dom blinked. He looked down at a hand that still very much had a sword through it then up at San. His mouth opened to ask a question, but instead let out a strangled scream as San pulled the sword out in one clean motion. Dom glared up at his captain, who had the barest hint of a smile on his face. Dom rolled his eyes and used his good hand to rip off his sleeve, which San quickly wrapped around the wounded palm as a makeshift bandage.

"How'd things go for you guys?"

"We brought Morgan down but Lance was able to slip away."

"Did you…?" Dom knew their orders had been to kill the rouge Phantoms, but even so…

"No." San sighed. "Theron showed up as we were finishing up. He and the others are taking her to the prison. It was only after they left that I got the emergency signal you'd set up and followed it here."

Dom nodded. He glanced over at the unconscious heiress. "She slept through Mordred using her as a puppet, so I think she's been drugged."

San bent over and brushed the hair off her neck. "Signs of an injection at the base of the neck. What do you think, Suenotin?"

Dom shrugged. "That's as good a guess as any. Though we should probably let a doctor take a look to be on the safe side."

"Agreed." San's pocket chirped. He fished out a scroll and frowned at what was written there. He held it up to his ear. "Yes ma'am. No ma'am. I… Right away." He tucked the scroll away and looked at Dom almost apologetically. "Goodwitch is spitting fire. I need to go report, can you handle things here?"

"Yeah I got it." San nodded and with a few bounds he was up on the rooftops, heading out. Dom had started to fuss with his bandage when something red blew past him in a blur of motion. Ruby was kneeling next to the unconscious heiress, trying to shake her awake. The clatter of footsteps heralded the arrival of her teammates. He grabbed Ruby's shoulder with his good hand.

"She's been sedated, but should be fine."

"Should?!" Ruby all but shouted at him, fear and worry tinging her voice. "She's been turned into a human puppet, battered all over the place, and been drugged but she _should_ be fine?"

"Mordred's puppet grip doesn't damage the body at all." Dom replied. "And he spent a lot of time and effort to get his hands on her. Why would he bother if he was going to inject her with something that would kill her?" He left out the fact that him using the heiress as an impromptu weapon was probably going to smart in the morning.

"Her breathing is even and she doesn't look ill." Blake added. "She'll be fine until we can get her to the hospital." She joined Ruby in crowding around Weiss, Yang on the young leader's other side.

Dom left them to it. He needed to retrieve Twin-edge from under the rubble anyway. As he shifted chunks of shattered warehouse around with his good hand, his mind drifted back to the battle. More specifically, to the end of it.

When Morderd had charged Ruby, Dom had thought they were all dead. Mordred would catch her with ease, replace the unconscious Weiss with her, and then it would be Dom with a sword through his hand and Yang against Ruby and Blake. Instead, Ruby had outmaneuvered Mordred with high speed movements Dom could barely keep track of. In that moment, she had been moving faster than even Will could, and Will was the fastest man Dom knew. Come to think of it, according to Argos the entire group had done far better against the stronger three members of Shadow than a group of first years had any right to. _Exactly who are these guys?_

Dom kicked aside yet another piece of the roof and was rewarded with a glint of sharpened metal. He shifted aside a chunk of the wall with his good hand and wrenched Twin-edge free of the pile. While he was trying to find a way to get Twin-edge back into the straps on his back with only one hand, the sounds of sirens echoed down the street. _Great, now I have to talk to the police. _This night just kept getting better.

* * *

><p>AN: As promised, action galore. I tried to get the seamless flow of Monty's action scenes but it's hard to pull that off in text. Oh well. I think this stands on it's own fairly well, though it does lag in the middle.<p>

Leave a review with what you think. I'll see you guys next time.


	6. Chapter 5

**Chapter 5**

"One crack, Morgy," Argos was saying as they stepped off the Bullhead's ramp. "Hell, you so much as scuff those cuffs and Will cuts your throat open." Morgan eyed him, looking far too amused for his liking.

"Would you really do that to an old friend, Argos? I don't know if you have it in you." Her blue eyes were full of hurt innocence as she looked down at him. That didn't require too much effort on her part, given her six and a half foot frame had a good eight inches on him.

"There's a real easy way to find out." Normally Argos wouldn't mind having a good back and forth with Morgan, but after she nearly killed him twice that evening, he wasn't in the mood. He kept his spear at his side, ready to snap it up at a moment's notice. On Morgan's other side, Will had his daggers drawn and the look in his eyes said he wouldn't hesitate to use them.

Morgan looked over at their companion. "You hear that, handsome? They're going to kill me if these things so much as get a little dirty." She held up the specialized handcuffs that completely encased her hands for emphasis. Theron raised an eyebrow at her. "Then I would endeavor to keep them clean." He returned his gaze to the prison entrance and the guards spilling from it. Argos couldn't help but notice they were leveling their weapons at himself and Will in addition to Morgan. His grip on his spear tightened.

At a gesture from Theron, the guns lowered. One of the guards stepped forward. Since he was the only one not wearing a helmet, Argos assumed he was in charge. "Hand over the prisoner to us."

Will frowned and Argos agreed. "We'd rather escort her as far as possible."

"This _is_ as far as you can go." Helmetless explained. "You are not authorized to enter the prison." The guard at his side shifted her grip on her gun's handle. Argos started assessing angles and firing lines. _Great, can't even get through the door without a fight._

"Surely it cannot hurt to simply let them inside." Theron opined. "I'll take full responsibility if anything happens." The guard glanced at Helmetless, who pondered for a moment before nodding and turning to lead them inside.

_Guess you don't become the strongest Huntsman in the continent without earning some respect. _Argos' gaze flickered to Theron. 'Handsome' Morgan had called him, and Argos could see why. He was tall and with enough muscle to look strong without it being overbearing, with regal features. In fact, with his short black hair he looked a lot like Dom, only instead of deep, dark, gray his eyes were a bright silver. He felt Argos' eyes on him.

"Are you quite sure you don't want to leave to attend to that distress call your friend sent out?"

"Nah, San said he'd take care of it. And Dom's too stubborn to die anyways."

Theron looked surprisingly melancholy. "I wish I could have that kind of faith in my comrades." He looked off into the distance, seeing nothing. "People assume I work alone because I'm just that good, but in truth I was in a four man team same as everyone else. I'm just the only member left."

The smart and polite thing to do, Argos knew, would be to let the topic die. "How did they die?" He could feel Will's disapproving stare in his back.

"Here and there." Theron said with forced dismissiveness. "A Hunter's life is not a safe one. My friends gave their lives freely, defending humanity with even their last breaths."

"At Umbra, we're taught that a Hunters job _is_ to die, so other people don't have to." Argos said. "Not entirely sure if I agree with that, but I appreciate the sentiment."

"Hmph. True enough I suppose." By then they passed through the doors into the prison.

Helmetless turned back around to face them. "Alright, you're inside now. We'll be taking the prisoner from here on."

"Might I accompany you, captain?" Theron said before Argos could object again. "She is a rather dangerous individual, and it would let my companions rest easy knowing she is well guarded."

"Of course sir." Helmetless said. _That's probably as good as we're gonna get. _Argos stepped back and let a pair of guards wrap armored hands around Morgan's arms. "Her Semblance is creating shockwaves, so she can bust out of those cuffs in a few seconds." He explained as they led her away. "Be sure to keep weapons on her until you get her into Aura suppression."

"Understood." Theron left with Morgan. As they passed the threshold into the prison proper, she looked over a shoulder and winked back at Argos. Uncertainty crashed over him, the nagging suspicions he'd been feeling that night rising up in a swell. He turned to ask Will if he shared those thoughts, only to instead catch the eye of one of the guards who had stayed behind to watch them. _Right, because all Umbra Huntsmen are vicious killers, so they don't trust us. _

Suddenly weary, Argos sank onto one of the benches that lined the wall. He leaned his head back against the wall and closed his eyes. He wasn't good at handling the non-combat parts of a Huntsman's job; he'd let San deal with it. Granted, San wasn't any better but since it actually was his job, Argos had no problem passing the buck.

oOoOoOoOo

Weiss awoke with her head absolutely throbbing. She raised a hand to her face to both massage her forehead and to block out the light coming from above her. Something felt wrong about the situation, but before she could figure out what it was, a red cloaked mass cannoned into her side.

"Ack! Ruby get off me." Weiss shoved at her partner, pausing when she saw the tears that she was holding back.

"Are you ok?" Ruby asked, an uncharacteristic quaver in her voice. "Do you hurt anywhere?"

"I feel fine." Weiss said, before her head throbbed again. The thing that had been bothering her finally clicked. She slept on the bottom bunk, how could light be shining _down _on her? A quick glance around their room confirmed they were not, in fact, in their room. In fact, the furnishings looked rather like a hospital room. And her sleepwear looked a lot like a hospital gown.

"Why am I in the hospital?"

"You don't remember?" Ruby asked.

"The doctor said short term memory loss was a possible side effect." Blake reminded their leader, setting down a magazine on the table next to her chair.

"A side effect of what?" Weiss asked, her eyes narrowing.

"You were drugged." Yang said simply, standing near the door. She shrugged as if to say 'these things happen'.

"I was WHAT!?" Weiss shouted. Ruby held up her hands in a placating manner. "It's not that bad, he just wanted to knock you out for a bit." She gave her sister a look that implored her not to speak anymore.

"Who wanted to knock me out!?" Weiss wasn't reassured in the slightest.

"Well we're not really sure." Ruby said, looking a bit panicked. "Dom said his name was Mordred, but beyond that he wouldn't tell us anything."

"Who's Mordred?" Weiss' voice sounded a bit tinny in her ears. With effort she managed to keep from screaming at them. "Would someone here _please_ tell me what happened?"

Blake took pity on her increasingly panicking leader and concisely described the events of the previous night. Ruby's expression grew more and more concerned throughout the explanation, as if afraid Weiss was going to snap again. But now that her imagination wasn't providing horror stories, Weiss was actually rather relived.

"So someone drugged me into unconsciousness and tried to kidnap me, you guys stopped him and brought me to the hospital to make sure the drugs weren't anything serious." She recapped. "Alright then."

"What!?" Now Ruby was the one who was flabbergasted. "What do you mean 'alright then'? Someone tried to _kidnap_ you. Don't you care?"

"Ruby, I am a Schnee." She reminded her partner. "People have been trying to abduct me since I could walk."

"Yeah, but…" Ruby trailed off, her eyes downcast. Weiss couldn't have said why, but she reached out and covered the younger girl's hand with one of her own. "Really, Ruby, it's not that bad. You guys took care of it."

Weiss pretended not to notice Ruby's sniffling. "It wasn't just us. Dom helped out a lot."

"Dom?" Weiss repeated. Ruby nodded, trying to pretend the lapse in composure hadn't happened. "He came out of nowhere. He's the one who got you back, we just fought off Mordred."

"Dom's advice and assistance was invaluable." Blake's voice was low and her eyes narrowed. "But I wonder what his connection to your assailant is. They knew each other by name, and Dom had detailed knowledge of his abilities."

"Well why don't we ask him?" Yang said, jerking a thumb towards the hall. A few seconds later Argos poked his head in the door, with Dom following him. Argos waved at her, flopping into an empty chair while Dom hovered nearby.

"Hey Princess, good to see you're awake." Weiss flushed at the nickname. Before she could reply, Yang raised an eyebrow at Dom "Shouldn't you be in bed and all? There's no way your hand is healed yet."

Dom smiled, though it looked a bit weak. "Beds are for sleeping and dying in."

"Also, you can sit on them if you don't have any chairs." Argos added.

Dom ignored him and continued. "The sword didn't hit my tendons or anything, I'll be fine." He held up a bandaged hand and wriggled his fingers. "We wanted to make sure everything was okay around here. Mordred probably won't be back for a while, but it doesn't hurt to be careful."

Weiss' sense of shame deepened. He had been injured trying to protect her, _by _her according to Blake, and now he was ignoring his injuries to babysit her.

She cleared her throat to thank him for his help, but he spoke first. "I need to apologize for last night."

"Apologize?" Weiss asked. Dom nodded as Argos rolled his eyes. "I kinda hit Blake… with you."

"What."

"And," He continued, "I'm sorry that it even came to that. I should have caught Mordred long before he got to you. Or at least cut him down without needing San to come bail me out again."

"Eh, it's fine." Ruby shrugged. "We all chipped in."

Dom shook his head. "No. I was the most experienced Huntsman present. It was my fight to win or lose." Dark gray eyes drifted to the window. "And I lost." He said softly.

"Uhh, hey! Looks like a bunch of nurses are going around searching rooms." Yang said, changing the subject.

Dom looked up. "And that's my cue to exit." He walked over to the window and slid it open.

"What are you doing?" Ruby asked.

"Well, you weren't wrong about how I'm _supposed_ to still be in bed." Dom swung his legs out the window and dropped down below. Seconds later, a pack of nurses burst through the door.

"He went out the window." Argos said, pointing. A mix of horrified and outraged cries lingered as the nurses raced off. Yang smirked.

"You sold your friend out in a heartbeat. That's cold."

Argos shrugged. "If he's slow enough to get caught by some nurses, he really is too weak to be up and about."

"So what was all that back there?" Ruby's brow furrowed in confusion and annoyance. "It was his fight to lose? What are we, chopped liver?"

"Ignore that." Argos waved a hand dismissively. "The short version is that Dom's parents were these big shot Hunters, so he's got this whole inferiority complex about not living up to their standard. In his mind, anything he accomplishes is because of his heritage, not his actual skill. Anything he fails at is because he's not working hard enough, since he 'should' be at a certain level naturally."

"That's messed up." Yang said. Weiss agreed, but privately she knew what it felt like to have to live up to incredible expectations, even if they were put there by yourself.

"Indeed." Argos agreed. He straightened up in his chair. "Now then, we need to talk."

Blake looked up sharply. "About what?"

"We talked it over with San, and he's agreed you guys can be let in the loop."

"I take it this has to do with last night?" Blake folded her arms.

"Yep. The guy you fought is named Mordred. He's a member of the rogue Phantom squad, and it's our, Shadow squad's, job to hunt him and his squad mates down and take 'em out."

"Who's Phantom squad?" Yang asked.

"And why do you want them dead?" Blake asked in a tone that reminded Weiss of her earlier disapproval of Umbra's anti-personnel training.

"Phantom was a squad at Umbra, one year above Shadow." Argos explained. "They graduated and were assigned a bunch of search and destroy missions out in the wilds. About three months ago, they disappeared, which isn't terribly uncommon. But when a search only turned up Arthur, we started to get suspicious."

"Arthur?" Ruby asked.

Argos' expression softened. "Phantom's captain. A good man." He looked down at his hands for a second. "Anyway, when the other three members turned up in Atlas, getting on a ship for Vale, Shadow drew the short straw."

"So they killed their captain and went awol, and you came to Vale to track them down." Ruby summarized. "But then why did you pretend to transfer here?"

Argos grunted. "Officially, operational security. His tone made it clear what he thought of that. "Unofficially, Headmistress Woden wanted to sweep this under the rug. Would kind of ruin the superiority kick she's been on if it got out."

"If there are three of them, where were the others last night?" Weiss asked.

"Fighting us." Argos replied. "In hindsight, it was an obvious distraction ploy, but we did manage to catch Morgan, so that worked out."

_Who's Morgan? _Weiss wanted to ask but Yang spoke first. "That's still only two." Yang had counted them off on her fingers. "You're one short."

"Lance. He was there too, but he got away." Something about what he said seemed to confuse Argos. He looked off into the distance, absently playing with his hands before slightly shaking his head and returning to the matter at hand. "By now, he and Mordred have probably linked back up and are plotting their next move."

"Which would be another kidnapping attempt?" Weiss hazarded. Her hand clenched into a fist under the covers. This time, she wouldn't be a helpless damsel in distress.

"Possibly. Currently, we don't know what Phantom is after." He didn't quite meet her eyes when he said that. Seems they weren't entirely in the loop yet.

Argos stood all of a sudden. "Well, now you know. Not that I think it will matter. Shadow will be handling Lance and Mordred and with the guards Ozpin's got on you, you've got nothing to worry about."

"We're being guarded?" Ruby sounded surprised. What did she think was going to happen? It was standard procedure after a scare to increase security. _Too late to be any help._ Weiss' sister had said once, but it was still prudent.

"At least three, probably more." Argos nodded towards the window. Weiss followed his gaze. Outside was just an ordinary skyline. "There's no one out there."

"If you say so." Argos grinned. "Cya." He left waving over his shoulder.

The sound of a growling stomach filled the room in his absence. As if on cue, three heads turned to face Weiss. She flushed. "What? It's been quite a while since I last ate."

"You know, since we're already in the city, we could go to one of those fancy pants cafes you like so much." Ruby mused.

Part of Weiss rankled at the implication that they would go for her sake, as if she needed a treat after being kidnapped. Still, she _was_ always eager for a chance to not have to eat dorm food. "Sounds good to me." She threw off her blankets and made to stand up, ignoring the sudden surge of pain in her head. Yang held up a hand. "Whoa there. Unless you wanna go on the run too, maybe you should wait until the doc checks you over first."

Weiss flopped back onto the bed. "Fine. Go get him then, and be quick about it!"

Yang saluted. "You got it, Princess." She left chuckling, with Weiss glaring daggers in her back.

oOoOoOoOo

The sword wove through the air, tracing a path slowly and methodically. His feet followed in a careful, intricate dance. San moved without conscious thought, the motions having been burned into his body by years of practice. Drying sweat covered his brow as he brought his breathing back under control. He had been practicing for hours now, and his body was reaching its limit. The perfect time to truly push yourself. He began to increase his speed again, taking care that his movements were still precise and unerring.

Each member of Shadow had their own way of unwinding after combat. Dom would look over his equipment, and anyone else's if he could get his hands on it, with a near religious reverence. He'd repair and tinker and replace any spent knives, menial and time consuming work he could get lost in. Will liked to listen to music. He had a surprising interest in Vacoan hip hop, which San had always thought didn't really fit his reserved character. Argos would take one of his many history books and read for hours, his eyes never leaving the page. If you asked any of the other three, they would say that San relaxed by training. That was not, strictly speaking, true. San often did engage in practice sessions following a mission, that much was true. However, relaxing was nowhere near his intent.

San had realized a long time ago that his interests were a bit different from most people's. Most people, hell, most Hunters, fought because they needed to. Because there was some great evil or threat to be eliminated. Some of them enjoyed it, some of them saw it as a task to be performed, but in the end it was all the same. The battle would end, and they would go on with their lives. For San, it was the exact opposite. Fighting _was_ his life.

He couldn't find anything that made him feel half as alive as when he was in battle. When someone or something was trying to kill him and him them, his heart raced with excitement and his blood sang. He was faster, he was stronger, he thought quicker and his body seemed to just _move _without the need to think first. He trained himself incessantly after combat in an attempt to hold on to that feeling, pushing himself to his limits to emulate having to fight for his life again. Everything was so simple and straightforward in those moments. When it was kill-or-be-killed, everything else didn't matter. It didn't matter that he had orders he hated or who he was related to. All that mattered was the battle, was winning. It was so tempting to see the world like that, where anything in his way was an enemy that could be cut down.

His meeting with Ozpin and Goodwitch had gone about how he had expected. Badly. Between them tearing up most of Main Street with a battle and not even apprehending more than one of the enemy, there was a lot of the mission that had gone wrong. Ozpin and Goodwitch thought that the lion's share of the blame belonged to Shadow Squad. Which they made abundantly clear.

Goodwitch did most of the talking. Ozpin just sat behind his desk with his fingers steepled looking stern. San thought he had a good poker face but he had nothing on Beacon's Headmaster. Still, Woden liked to say Goodwitch never had a thought Ozpin didn't have first, so San took the silence for agreement. It was around the point when Goodwitch had started to imply he had deliberately let Lance and Mordred escape he lost his patience. Playing the "your students got in the way" card hadn't done him any favors, but by that point he was past caring. The only silver lining was that Ozpin still saw the sense in letting them interrogate Morgan.

His arm slowly dropped to his side. It wasn't working. Compared to the fury and thrill of true battle, a practice session was drab and dull. Once it would have been enough to banish the uneasiness, but the more he fought for real, the more he needed the real deal. He breathed out slowly, glancing around the practice court. He had chosen a secluded court, tucked away on the edge of Beacon's grounds. Seeing no one, he raised his sword with one hand. Slowly, he curled his fingers around the blade and squeezed.

Pain laced up his arm, the feeling dull and muted thanks to his Aura. He watched as light bloomed in his palm as his Aura tried to protect him. He helped it along by concentrating his Aura into his arm. The light from his hand flared but even as he watched it grew dimmer. It faded as the pain grew sharper and San released the blade just as it was about to fade completely.

Aura shielded and protected the body. Losing that shield made one jumpy, apprehensive. The body instinctively realized that it was in danger and reacted, making one skittish and easily spooked. Being able to keep your composure in that state was a valuable skill, especially in battle where the slightest misstep could be your death. San trained this way often; it took only a few moments for him to slow his heartbeat back to normal. He began to work through his set again before a voice intruded.

"Haven't you mastered that yet?" Will asked, his tone making it clear what he really meant. San was tempted to ignore him, but that always made Will tetchy.

"You can always improve." San said, pointedly ignoring the unsaid reproach. He returned to his practice, not caring if Will stayed or left. His squad mate had the decency to withdraw and leave him to it. Will took a perch atop the surrounding wall and watched San flow through the set.

San could feel the goosebumps on his arms and legs. Being Auraless felt like every nerve in your body was on fire. Once you worked past the fear that came with, it was almost as good as being in battle. _Almost._

A small part of his mind worried the old concern like a bone. As the years passed, his appetite for combat only grew. Rather than becoming accustomed to the thrill of mortal combat as he had hoped, he hungered for it more and more. Will was not wrong; he _had_ more or less mastered controlling himself when his Aura was depleted. But he kept training, if only for the sense of danger it evoked. _ And when this isn't enough either? _ A voice whispered. _When you need something _stronger_ to sate your appetite?_

The battle last night had been everything he could ask for in a fight. Morgan's punches had nearly shattered his arms more than once. Lance's clones had been everywhere, attacking from all sides. Danger and death had been all around him, but it hadn't reached him. He had danced through it, cutting down a dozen clones without taking so much as a scratch before he reached Morgan.

San frowned at the memory. Had Theron not intervened, he would have killed Morgan. And not for the sake of the mission either. He would have killed her in cold blood for the hell of it, the rush it would have given him in the heat of battle.

What kind of Huntsman kills people out of sheer bloodlust?

An alert issued from his scroll. San read the message while Will hopped off the wall and joined him.

"Ozpin's pulled some strings at the prison and gotten us some time with Morgan." San answered the silent question. He kept reading. "But we'll have company." _What's Ozpin playing at now? _

oOoOoOoOo

"Well, that was a resounding failure." The silky smooth voice slithered through the air. Lance frowned, but said nothing. They had, after all, indeed failed to secure the Schnee girl, and all the Dust she would have brought them in ransom. Mordred however had some wounded pride he needed to assuage.

"I'm so terribly sorry we couldn't do _your_ job." Sarcasm dripped from his words. "Acquiring the necessary Dust was your responsibility. Why are you even here if we're going to be taking care of everything?"

Ember smiled. Lance didn't trust that smile, or her at all for that matter. The sooner they were done with her, the better. "I told you exactly how to get more Dust than we could possibly ever need, did you want me to hold your hand the whole way through?"

"You think coming up with a plan that would take three minutes to dream up then expecting us to actually do it counts as getting us the Dust we need?"

"Enough." Lance was ill used to leading, but someone had to take charge. _If only Arthur were here. He'd know what to do. _"What's done is done. We need to plan for the future." He faced Mordred. "We have to prepare for the next step of the plan. We don't have much time to get ready." He turned to Ember. "You need to get us the Dust we need. Our deal was that we would let you use the procedure if you obtained the necessary supplies. If we have to do the hard work ourselves, why would we let you reap the benefits?"

Ember's smile was _really_ unnerving him.

* * *

><p>AN: This chapter has survived three rewritings of the story largely intact, with good reason I think. I admit I'm guessing what would happen if you lost your Aura but I liked the idea that San's training has a self-destructive bent to it.<p>

In other news, Weiss' POV is hard to write from. I'm probably relying too much on having OC POV's to avoid getting the canon characters completely out of character. I'm gonna try to phase that out over the next few chapters, rewatch some episodes again to get a better feel for the characters.

As always, I don't really have a proofreader so let me know if you find any glaring errors.


	7. Chapter 6

**Chapter 6**

The bullhead's engines thrummed, a drone of background noise that pervaded the craft. Yang leaned her head against the wall and let the noise soak into her skull. She had always been fond of engines and the sense of power at your fingertips they provided. Being in the passenger compartment of an aircraft didn't quite generate as much thrill as her motorcycle, but the sound of a running engine was still music to her ears. She closed her eyes and tried to let the comforting murmur lull her back to sleep.

She had been dragged out of bed at the ungodly hour of seven in the morning by Professor Goodwitch. She had told the groggy members of Team RWBY that Team Shadow was going to be interrogating the criminal they caught two nights ago at Vale's prison. And since RWBY had met that person's teammate, Ozpin wanted them to be there, since they might pick up on something the members of Shadow would miss. When complaints that Dom had been there the whole time as well had gotten no ground, Yang and her teammates had dressed hurriedly and rushed over to an idling bullhead, the four members of Shadow waiting for them.

"Does anyone else think something's not right here?"

Yang cracked an eye open and gazed blearily at Argos. "No, I go to prisons to interrogate rogue Huntresses all the time."

"Blondie, it's not _what_ we're doing, it's _who._" Argos replied. Yang was fairly certain he enjoyed winding them up and didn't feel like giving him the satisfaction of asking what he meant. Ruby, sitting next to her, didn't share the feeling. "What do you mean?"

Argos leaned forward, resting his elbows on his knees. "While you guys were dealing with Mordred, the three of us" he gestured to San and Will sitting to his left, "were fighting the other two members of Phantom."

"Right…" Yang said slowly. "And you captured one, and now we have to go play twenty questions with her. What's your point?"

"Why her?" San said from the end of the row. "Why was Morgan the one we caught?"

Blake rolled her eyes at him. "We weren't there. Why _was _she the one you caught?"

"Because she stayed behind holding us off while Roman and Lance escaped." Argos answered. He folded his arms crossly. "Which doesn't make any sense."

Yang made a quick, silent prayer for patience. "Why does that not make sense?" Dom looked up from his scroll.

"Morgan's Semblance is making shockwaves. Powerful, but not exactly the perfect decoy skill. Lance's Semblance, on the other hand, is creating clones of himself. Clones that are visually indistinct from the original and can be easily replaced if he has the stamina. Which is pretty much the perfect decoy ability."

"So you're confused because Morgan stayed behind as a rear guard despite Lance being far better suited to the role?" Blake summarized.

Dom nodded. "Right, because our enemies will always make perfect strategic decisions, even in the heat of battle." He directed his sarcasm over his shoulder at Argos, who rolled his eyes back at him.

"Phantom's too experienced to make that kind of rookie mistake and you know it."

"Enough." San said firmly. "You've been arguing this for hours and going nowhere. Even if you're right, what would we do differently? She's already under guard with the most security we can muster."

"True." Argos begrudgingly admitted. "I'll just be happy to be done with this."

"Wouldn't we all." San muttered. A heavy silence descended on the airship. For her part, Yang was fine with dozing the rest of the way, and she did. She was jarred awake by Blake gently shaking her shoulder. "We're almost there." The Faunus said. Yang craned her head to look out the window. "Are you sure?" They didn't appear to be near much of anything, if you don't count trees.

Blake nodded. "We had to loop out over the wilds a bit to approach the prison from an approved vector." Vale's council had decided that it would be better for everyone if the prison was as far away from the city proper as they could put it. The complex was shoved up against a corner of the kingdom's wall, nothing but miles and miles of forests surrounding it on two sides. In fact, some parts of the prison were actually integrated with the wall. Yang remembered hearing something in the news about how one convict had been caught tried to tunnel his way out and ended up digging through the wall, and right into a pack of Grimm. That had prompted some serious discussion about moving/altering the prison, which the then fifteen year old Yang had been happy to ignore.

They tilted as the bullhead banked into a turn and there it was. Rising out of and around the wall like a concrete growth, the Vale Penitentiary certainly looked imposing. Three towers kept watch over the yards and open spaces, with another trio on the wall watching for Grimm. The inward facing walls, though barely half the height of the Kingdom's wall, still seemed pretty much impassable, lined with searchlights and patrolling guards. As they drew closer, Yang noticed something about those guards.

"Are those robots?"

Blake nodded. "Vale's military has been moving more and more into using automated forces to handle routine assignments like guard duty." Across the plane, Dom tsked.

"AK 130s." He said disdainfully. "They really need to upgrade. The new Knights have much better reaction times and target identification protocols."

"I knew it." Argos whispered. Goodwitch entered the cabin from the cockpit. "Everyone make sure you're strapped in. We're touching down now." A thump and a sudden lurch confirmed her words. Yang unstrapped as the ramp descended. They crossed the landing pad in a disorganized mob, Professor Goodwitch looking a lot like a kindergarten teacher on a field trip. A platoon of robots led by an armored solider met them halfway and escorted them inside. The entryway looked more like a waiting room than Yang had expected. Receptionist's desk, some benches to sit on, a fake plant in the corner, Yang half expected to see a stack of old magazines lying around somewhere.

A line of human guards were waiting for them. In the middle was a grim looking man who Yang guessed was in charge. "If you're coming in here, you need to surrender your weapons." His pointing finger seemed more aimed at the members of Shadow than the rest of them.

San crossed his arms. "Would you like us cuffed and bound too? No thanks." Behind him, Will had a hand on one of his dagger's hilts and Argos' eyes were flittering around, taking scope of the situation. The guards kept their weapons lowered, but some of them had fingers on the trigger. To use a cliché, you could cut the tension with a knife.

Or a scythe. Ruby stepped forward and held out Crescent Rose. "Here you go." The guard she approached hesitantly holstered his gun and took it from her hands, looking over at his superior with a puzzled expression. _Nice move there Ruby. _Following her sister's lead, Yang slipped Ember Celica off her wrists and offered them to another guardsman. She was impressed. Ruby reading the atmosphere like that and offering up her precious scythe to dissolve the situation was the kind of thing Yang expected from a leader. _My baby sister is pretty mature now. Guess she really does have what it takes to be in charge. _Though Yang would never have admitted it, she had thought Weiss had a bit of a point when she said Ruby was too childish to be a leader. But if she kept this up, then she'd be more than capable. By then, Blake and Weiss were also surrendering their weapons.

The members of Shadow looked between themselves. Finally Dom shrugged and slung his swords off his back and handed them off. He then bent down and pulled a pair of throwing knives out of his boots and started to reach under his arm for another one. The dam broken, Argos gave up his spear with a flourish while Will unclipped his daggers from his belt. San's expression soured, but in the end he unslung his sword sheath from his back and held it out for a guardswoman to grab. They had to wait a minute for Dom to finish pulling knives from various parts of his body before they could proceed. Even then, he still managed to trigger the metal detector, but once he produced a scroll from his pocket they waved him through.

"What was that all about?" Weiss asked as they were led into the bowls of the prison. Dom pointedly looked at the warden leading them. "We're from Nox, so we're dangerous. Everyone knows you can't trust people from the wilds." The warden didn't acknowledge his words but oddly enough Professor Goodwitch looked a little guilty.

oOoOoOoOo

They wandered through the prison's halls, turning seemingly at random. The way the walls were all the same dull white with little in the way of ornamentation only reinforced the feeling of going in circles. Thankfully, Ruby had always had a pretty good internal compass and managed to not get completely lost. The only thing that broke up the monotony was the combat androids that were standing at attention, guarding doorways throughout the halls.

Finally, they were ushered into a room with a polarized glass window and really wasn't built to have ten people in it at once. Ruby squeezed in behind Dom and somehow ended up in front, right next the window.

"The prisoner is in the other room." The warden said. He pressed a button on the wall and the glass lightened. "We can see her, but she can't see us."

Said prisoner was cuffed to a table. With good reason, she looked like she could rip the door off its hinges if she were free. The interrogation room was otherwise empty, only the softly glowing blue Aura dampeners set in the stone walls and ceiling.

San glowered at the glass. "When do we get to go in?"

The warden narrowed his eyes. "You don't. You're going ask whatever questions you have from this side of the glass."

"How on earth do you propose to do an interrogation without even being in the room?" San folded his hands.

"You ask questions _without _relying on violence and intimidation." Professor Goodwitch put in. Her tone could have frozen a lake. A small pond at the very least.

"And what have you learned thanks to this _gentle_ questioning?" San asked archly. "Where Lance and Mordred are? What they're after? Who they're working with, if anyone?"

"That is what you are here to do, but I won't allow your usual savagery in my prison."

Ruby cut in. "Uh, guys?"

"What?" The warden and San asked simultaneously, glaring at each other when they realized what they'd done.

"Why don't we actually try asking first? If that doesn't work then we can… try something else." Ruby ventured. She wasn't going to offer any suggestions for a plan B if it didn't work.

San made to speak, then shared a long look with Dom. He shrugged. "Fine. Let's give it a shot. I'll do the talking for the beginning."

The warden pressed another button on the wall and the color of the glass shifted just slightly. Morgan, who had been staring aimlessly at her hands, looked up. When she saw who it was, she smiled. There was something off about it, though. It looked a bit too… genuine for someone cuffed to a desk.

"Sanguin," Her voiced issued from a speaker mounted on the wall. "Argos, Dom, and Will. Looks like the gang is all here. And you brought some little friends with you too."

"I'll ask once, Morgan. You and Lance played decoy so Mordred could kidnap Weiss Schnee. Why?"

Morgan sat back in her chair, or as much as she could with her hands held in front of her. "Isn't it obvious?" When there was no response, she continued. "We were going to hold the girl for ransom and become filthy, filthy rich." She smirked.

Ruby hadn't thought San's expression could get any harder, but here they were. "Don't lie to me."

"Whether you believe or not is none of my business. I've got better things to do with my life than look at your mug." Putting action to her words, Morgan faced the wall.

"Right." San looked back at the warden. "Now we do things my way."

What the warden was going to say, Ruby didn't know. And probably never would, since the air was filled with a howling siren. "What?" Goodwitch started and looked at the flashing red light now sprouting from the ceiling. The warden didn't respond, too busy looking at the display on his wrist armor.

Yang sighed. "Let me guess, someone's attacking the prison."

"Some of our friends, I bet." Argos cracked his knuckles. "Orders, boss?"

She saw San's tongue flicker out, just enough to wet his lips. "We get our gear and take them down." There was no one in the room who didn't know what he meant when he said 'take them down'. "Let's go."

The warden blocked the door. "You're not going anywhere."

"You have got to be kidding me. There are people quite literally assaulting this place and you're first concern is _us?_"

"_You _are staying right here until I know you're not involved in this."

"What." The air froze. Behind Ruby, Dom stiffened. Will's fists were clenched and Argos' smile looked strained. San looked downright murderous. Professor Goodwitch stepped between the warden and him quickly. "Johnson, this isn't helping. Go see to your security, I'll handle this."

The warden nodded and left, breaking into a run when he was out in the hallway. San glared fiercely at Goodwitch. "You can't expect some security drones handle a pair of trained, battle-tested Huntsmen."

"I am aware of how dangerous your former colleagues are." She pulled out her riding crop and raised it menacingly. "That is why I will be taking care of them myself. You will be staying here."

San raised an eyebrow. "Why?"

"They are here to rescue her. Someone needs to be with her to keep them from succeeding, should the worst happen."

"Being armed would really help with that." Argos commented drily.

"I have no doubt you will be able to manage barehanded." She gave San an odd look then and turned to leave.

Blake stepped forward. "Professor, what about us?"

Goodwitch started, like she'd forgotten they were there. "You will stay here as well, and assist Shadow squad." Or, sit quietly in the corner while the adults do all the fighting. Ruby had heard that before. Before she could protest, Goodwitch was gone.

A tense silence descended in the interrogation room. Blake paced restlessly, Yang loudly tapped her foot and Dom played with his sleeves. Ruby felt like she should say something, some words of encouragement or inspiration to get them all fired up, but nothing came to mind. A female voice, electronically stilted, intruded into the quiet.

"You don't think very much of me, do you? Explaining all your plans right in front of me isn't a very good idea, is it?" Morgan was smirking again. With a sinking feeling, Ruby realized she was right. But, she reminded herself, what was Morgan going to do?

"As a rule, I don't really worry about what people chained to tables think." Argos clearly agreed with Ruby.

"You should." The lights flickered in the ceiling. "You might be surprised what you miss, thinking like that."

Suddenly, they were plunged into darkness. Ruby jumped in surprise and caught Weiss with a flailing arm. Over muffled objections and her hushed apologies, Ruby heard Dom. "They cut the power." He sounded begrudgingly impressed. "But the emergency generators should kick in in a few seconds."

"Too long." Argos sounded urgent. "She's going now!"

Ruby heard a crashing, rumbling, noise. The lights slammed on a second later, to reveal a little pile of shattered metal where the cuffs had been and a gaping hole in the wall.

"Damnit." San glared at the glass. "She was waiting for that the whole time."

"Well, what are we standing around here for?" Ruby was out in the hallway without another word. She pulled up short when a gun barrel was pointed in her face.

"Return to your cell, inmate." The electronic voice droned. The android gestured with its gun-arm. "Comply or face immediate disciplinary action."

Before it could make good on its threats, its chest caved in. Even without Ember Celica, Yang could really throw a punch. A whirring noise down the hall alerted them to another robot spooling up its weapons. A white blur flashed past Ruby and turned into Weiss, who was using her glyph to boost her speed. She landed lightly on the android's chest, wrapped her arms around its head, and with the boost from another glyph was back beside the sisters. She dropped the chunk of metal, dripping some sort of oil, with distaste.

"Well, that wasn't too bad." Yang said. Since the universe loves to punish those kinds of statements, another pair of robots rounded the corner at the end of the hallway, too far for them to reach. "Oh, crap."

The guns spun into activity. A black clad body moved in front of the trio. The sounds of gunfire filled the hallway. Dom shielded his head with his arms, but otherwise did not move to avoid the bullets. After several seconds, the hail of bullets stopped. Instead of falling over in a bleeding mess, Dom thrust forward his arms and sent two silver blurs hurtling down the hall. The robots had just enough time to look down at the knife hilts sprouting from their chests before explosions engulfed them.

"How many of those do you _have_?" Weiss asked incredulously.

"None, at the moment." Dom rubbed his forearm. "Those things may only shoot rubber bullets, but _damn_ they still hurt."

"Enough chit-chat." San surveyed the destroyed machines. "If the security units are against us too, we need our gear. We get to the armory and then, we hunt down Morgan."

"We're coming too!" Ruby declared. "You might need our help."

"Hmph. Right." San said, making it clear what he thought of that. "Let's move."

They managed to reach the armory with little trouble. The few security androids they encountered were dispatched easily enough. The worrying thing was, they didn't see any actual human beings at all. Ruby told herself that was because they were all off dealing with the other intruders.

The walls of the armory were lined with weapons lockers, most of them open and empty. Thankfully, Team RWBY's weapons were tucked away inside an unlocked locker and the team suited up. Shadow wasn't so lucky.

"Locked." Argos tried a few random numbers on the key pad, with no success. "Hey Dom, crack this thing open."

"Right." Dom shouldered past him to stand in front of the locker. He gripped the doors near where they met and pulled. The metal creaked, but even with his strength it didn't seem likely to give any time soon.

"I was thinking you would hack the thing open." Argos commented drily as he watched his teammate struggle.

"It's a locked box, there's nothing to hack." Dom fired back, voice thick with exertion.

"Move." San pushed Dom aside and bent down towards the lock. There was a small flash of red light and the locker swung open. San handed out the sharp implements within, including two armfuls of knives. He slung his sword sheath over his back and in a single motion drew his sword and pointed it toward her. No, not at her, at Blake, who was likewise aiming Gambol Shroud at his chest.

Ruby had never heard such vehemence in her teammate's voice. "You're the grandson, aren't you? They said you-"

"I know what they say." San cut her off. "Either put that thing away or use it. But if you pull that trigger, I won't hold back."

Ruby was now thoroughly lost. What did Blake mean San was "the grandson"? Most guys had grandparents, it was something that guns needed to be brought into. There was that sense you get when a fight was about to start, the little tingling in the air. Yang moved up behind Blake, cracking her knuckles, Will grabbed the hilts of his daggers.

Argos put a hand on his leader's arm. "Guys, we have way more important things to worry about now. Like the prison break in progress." He said to the room at large. "This can wait for later."

"Yeah." Weiss moved in between the two would-be combatants. "There are more pressing issues at the moment."

San rammed his sword back into his sheath. "Just stay put and out of the way." He turned and left the armory at a run, his teammates behind him.

Blake slowly lowered Gambol Shroud, her eyes fixed on the door. Ruby tentatively put a hand on her shoulder. "What was that all about?"

Blake was spared having to answer by a faint booming noise in the distance. "That was an explosion." She said, her ears faintly twitching under her bow. Ruby realized they were wasting time.

"Come on!" She was out the door before she could check to see if they would follow, not that she needed to.

oOoOoOoOo

Morgan moved fast. She was aware that she had precious little time to get who she came for and get out. The sense of a monster looming over her shoulder put a little extra hustle in her stride. She ran down a line of cells with glass fronts instead of the usual (and cheaper, this particular brand of plexiglass was as hard as steel and twice as expensive) bars. These were the kind of prisoners who you didn't to have anything to possible hide something behind. Aura dampeners lined the walls of each cell and there were vents to pump in knockout gas if the occupant started to act up.

She had to commend the builders of the maximum security wing, they really knew their business. However, the myriad of escape prevention measures all shared one weakness. They were useless against someone _outside_ the cell.

Morgan counted as she ran, ignoring the barrage of shouts from the prisoners she passed. Most of them wanted her to let them out, of course, but she was only here for one man in particular.

_48, 49, 50, cell 51. Here he is. _She took a second to catch her breath. "Hello, doctor."

The cell's occupant took one look at her and pressed himself against the back wall. "W-who are you? How did you get in here?"

"That's not important right now. What does matter is that we leave at once."

"What? Oh no. You- you're after Icarus? No, I won't let you have it. You can't make me."

"That's where you're wrong." She placed her hand on the glass and let her power flow down her arm. A spiderweb of cracks spread out from her arm, until the glass wall shattered into pieces. She stepped in and grabbed him by the collar. He struggled, of course, but he was a scientist by trade while she was a trained warrior. Even so, his squirming _was _annoying. She was tempted to knock him out with a quick punch to the head, but it was too easy to cause some accidental damage. Scrambling his brains would ruin everything.

"You appear to be in difficulty." A voice commented. Unlike the others, shouting and screaming for attention, this voice was smooth and conversational. Nevertheless, she wasn't here to chat. She pulled the struggling doctor out of the cell. The man in the cell opposite them spoke again. "Are you sure you will be able to escape alone, while having to carry him along with you? Perhaps you would like some assistance?"

She looked him in the eyes and knew who he was. "Are you making an offer?"

There was a hint of a smile. "A rather simple one, yes. You do that little shattering trick on my cell, and I will eliminate any and all pursuers, allowing you to escape with the good doctor."

Morgan thought it over. It was a catastrophically bad idea, probably the worst idea she'd ever even considered in her entire life. And yet...

oOoOoOoOo

It turned out Shadow could really move. They also liked to travel in straight lines, regardless of what was in the way. The holes knocked in the walls and floors did make it easy to figure out which way they had gone, though.

Team RWBY caught up with Shadow at a T-intersection. A sign on the wall said that to the left was the maximum security wing, to the right were the loading bays.

"I'm telling you, this was planned. This is why Morgan played decoy instead of Lance; he'd still be trapped in the interrogation room. She's after something and there's no way it's the fastest way out of here." Argos was saying. Dom shook his head. "Why take that kind of risk? With Lance and Mordred, the three of them could have hit this place and been gone before anyone could stop them."

"Maybe they needed a way inside or something, you don't know." They continued to bicker, San brow furrowed as he listened.

"Does anyone else feel a draft?" Yang asked. Ruby knew that sometimes she got distracted but _wow _that was off topic.

"We are in what very well may be the most secure, well-built structure in all of Vale. There is _not_ going to be a draft." Weiss reminded her testily.

"I feel it too." Will said, surprising Ruby. He was so quiet compared to his teammates she'd almost forgotten he was there. "That way." He pointed down the left hallway.

"Morgan." San set off at a run, the rest of his squad falling in behind him. Ruby shot off after them, trusting her teammates would follow. They raced into the maximum security block and past rows of cells, the prisoners all shouting at them. Some begged to be released, some hurled vicious insults, some made… offers… that made Ruby blush redder than her cloak. She followed the members of Shadow around a corner and the noise receded behind them. They were in a service passage now; if Ruby's internal compass was accurate they were getting near the prison's wall.

They were. The first thing Ruby noticed was at the end of the passage there was a gaping hole ripped in the wall, the sunlight and wind coming in. The second thing she saw was an older man in a blood splattered prisoner's jumpsuit leaning against the edge of the hole. Only then did she see the pair of bodies on the floor in front of him, blood pooling underneath them.

Blake slammed to a stop at the sight of the scene. Her mouth worked, but nothing came out beyond a few choked sounds. Weiss let out a gasp, and Argos muttered a horrified "Oh, fuck." In front of them all, San was almost trembling. "You." He said, his voice quivering with raw fury.

"Is that any way to address your grandfather?" Mortis Manus asked.

_Grandfather? _San practically seethed. "We aren't family, you bastard."

Mortis smiled slightly. The expression of calmness and serenity looked unnatural on the face of a mass murderer. "Such rudeness. I had been looking forward to seeing you again."

San stepped closer to him. "So had I. This time, there's nothing keeping me from killing you."

The words seemed to amuse Mortis. "Oh? Those are some big words from a mere boy." He held out his hand beckoningly. "Shall we dance, then? Perhaps you might learn a thing or two." His outstretched hand blurred as red light covered it.

San sheathed his sword. "I swear, on my Bloody Hand, you will not leave this place alive." San held up his own left hand, a similar energy flaring into being around it. Ruby felt nauseous just looking at it. Like a blob of congealing blood, the crimson field drooped down as if it were going to drip down to the floor. Something just felt very _wrong_ about that hand.

San shot forward, Mortis rushing to meet him. They met with a flurry of flashing red strikes, hands almost chiming as the energies around them collided. Ruby was no stranger to combat, but this was different than an ordinary battle. The glowing red hands clashed and whirled, their owners twisting to avoid even the slightest touch from their opponent. This mortal dance, with not even the slightest room for error, was so unlike anything she had ever seen before.

Despite being in the throes of battle, Mortis seemed to be enjoying himself. His smile had only grown, not even being fazed when San drove a knee into his stomach and kicked him back. Ruby was suddenly reminded of the way San had grinned during his fight with her and Weiss. The similarity was… unsettling.

San wasn't smiling now. His normally stoic features had been twisted into

Though they were both obviously skilled, it seemed San was a bit better. The younger man's vitality was slowing gaining an edge. Mortis was fast enough with his Hand to match San's blow for blow, but San was landing successful counter attacks with his feet or free hand. This wasn't enough to land any serious blows, but Mortis was slowly being driven back to the opening in the wall. Was that San's plan, to push Mortis out into the open ground so the rest of them could flank him?

She cocked Crescent Rose and got ready to move when her path was blocked. Argos had positioned his spear to block her despite his eyes being fixated on the fight.

"Don't. Those Hands of theirs will go straight through your Aura and weapon without even slowing down. If you jump in out of nowhere, San will have to check himself to avoid killing you. And that will be enough of an opening for Mortis."

"I won't just stand around doing nothing!"

"Even if you did manage to bring down Mortis, San would just get pissed at you. He doesn't like to share his prey." His voice was jovial, but his eyes never left the duel and on his spear his knuckles whitened.

The clashing noises had stopped, the two combatants in a deadlock. San had Mortis' Hand in a death grip. Their competing bloods sparked and crackled as they strove against one another. San's other hand rose, closed around the hilt of his sword. He swept it across, a line of steel scything through Mortis' neck.

The clatter of metal hitting the floor was like a gun shot in the silence that followed.

Mortis serenely looked to his left hand, still sparking as its energy fought against San's grip, and to his right, whose crimson field had neatly bisected the incoming sword. His smile wilted at the stunned look on San's face.

"I told you you might learn something." He swept his hand down. San was already leaping backwards, but not fast enough. Mortis' Bloody Hand tore him open from shoulder to hip.

San fell backward in a rush of blood. Mortis stood over him, his hands burning. He looked disappointed, more than anything else. "Such a waste. It seems the pride of the Manus dies with me, huh?" He raised his hands.

A sudden, powerful wind pushed Ruby aside, into the wall. The wind picked up Mortis and threw him and threw him backward like a fallen leaf. Will sprang after him into the sunshine of the open ground beyond the wall. Dom and Argos were already kneeling around San. Ruby picked herself up and moved to join them. She heard Dom speaking, almost panicking.

"Two!? That's impossible!"

"Apparently not." Argos looked grim, glancing around. His eyes fixed on Ruby and he grabbed her cloak, pressing the red cloth into the wound. San's eyes were closed, but he was still breathing. Argos jerked his head towards the outside. "Go. Will can't win alone."

Dom nodded, visibly composing himself. He rose and ran for the hole, pulling knives loose as he went. A chorus of explosions rang through the air as her team joined them. Blake didn't as much as pause, heading straight past them to the battle. Yang glanced down as she ran, but followed her partner. Weiss slid to a stop next to Ruby. The heiress was muttering. "Okay, first thing is to put pressure on the wound, we've done that, next comes a tourniquet? No, you can't wrap a tourniquet around the torso, it wouldn't work…"

Argos glanced between the stricken San and the battle raging outside. With a groan, he picked up his spear and bolted for the hole. "Take care of him." He called back.

"Uh, right." Ruby looked helplessly at Weiss. She knew some first aid, sure, but not the sort that let her treat gaping wounds.

"Here." Weiss pressed Ruby's hands into the sodden cloak. Ruby was suddenly glad it was already red. "We need to get the wound closed someh-"

San's eyes slammed open. He sluggishly propped himself onto his arm, despite their protests. He blinked slowly, not seeming to see them as Weiss gently pushed him back down.

"What-" His eyes widened. "Mortis." He pushed Weiss and Ruby away roughly, rising to his feet. He drew back his left arm.

"MORTIS!" Red burst from his hand. It almost looked like fire, it was surging so wildly. "DIE!" He swept the arm across the air in front of him and the flame took flight. It jumped from his hand, flying down the corridor in a burning crescent. It grew as it flew, the edges slicing through the walls on either side of it. In its path, Dom tackled Black and Yang to the ground, Will and Argos leaping into the air.

Mortis, however, had no intention to evade. He raised crimson cloaked hands and caught the scything energy. The explosion completely enveloped him. Dom slowly got off Yang and Blake. "It exploded? Since when does it do that?"

"We've never seen two Hands collide, who knows what can happen?" Will landed beside him. Oddly, Ruby noticed his daggers were still sheathed at his side.

"Focus, guys!" Argos was peering into the cloud of dust, spear held in an attacking position. Will moved beside him and stretched out a hand. A gust of wind blew away the dust and there he was.

Mortis looked distracted. He absently stared at a glowing hand, turning it this way and that. "Interesting." He said to himself. "To be able to throw the Hand, I had not known that was possible…"

San was panting heavily. The crimson around his hand surged, again growing in size. "Mortis… you bastard… I'll… kill you." He staggered forward a step then collapsed his Hand fading into nothingness. Mortis eyed his prone grandson critically while Dom darted to San's side and Argos and Will moved to block him. Dom rolled San over and Ruby once again pressed her blood-soaked cloak over the wound.

Swords fell from the sky. Argos stepped in front of Will and deflected them with a whirl of his spear. It was then Ruby noticed two very strange things about them. First, the swords had no hilts, both ends tapering into points. Secondly, instead of obeying gravity they hung in the air. With a sinking feeling, Ruby counted ten hovering swords. Then he appeared, walking out of the distant trees.

Mordred looked gleeful at the scene before him. He tsked, full of mock concern. "Oh dear, Sanguin. You look absolutely terrible. I take it I have you to thank for that?" He directed the words at Mortis.

"Correct. You have some relation to my grandson?"

"He's an old rival. Suffice to say, I enjoy watching him bleed."

"Something you never accomplished?" Mortis asked fairly. "He _is_ a Manus after all."

Mordred's frowned. "Careful, old man. I came to give you a ticket out of here. I could leave you behind just as easily."

"We do have a debt to pay." Walking out of the woods behind Mordred, another man appeared. He had on the same black combat outfit the members of Shadow Squad wore and had a spear slung over his back. "He helped Morgan escape, now we help him."

"Do you think I need help from a pair of striplings?" Mortis asked.

"Defeating these people? No." The newcomer said bluntly. "Evading arrest afterwards? You tell me."

Mortis laughed. "Very well. You've convinced me. Let us go."

"But first, I have some debts of my own to pay." Mordred raised his hands. The swords swiveled about, ready to skewer them.

"Not my grandson." Mortis warned. "He must die at my hands."

"Heh, fair enough." Mordred cocked his fingers. The hiltless swords drew back like arrows on a bowstring.

The newcomer grabbed Mordred's arm. "No. Have you forgotten our orders?" He jerked his head back to the trees. "We're leaving _now_. That includes you." He raised his voice towards Mortis. "If you want to stay, you're not coming with us."

Mortis looked back over at his bleeding grandson. If eyes really were the windows to the soul, Ruby was fairly sure she could see the madness simmering in his. "Boy! Come find me again once you understand the true nature of our power! I'll be waiting." He turned to leave.

"You're not getting away!" Blake rushed at them, Will falling in behind her with his hands on his daggers' hilts. Argos pointed his spear in her face, forcing them to stop or impale themselves.

"What are you doing!? Get out of the way!" Blake screamed. Argos ignored her, instead turning to Mordred and his companion. "Orders, was it Lance? That's not surprising, you're a natural follower. The question is, who are you following now?" He spoke lightly, like they were discussing lunch plans.

Lance stood there for a long moment but didn't respond. "Come on." He turned and ran into the forest. Mordred shrugged and followed him, Mortis close behind them. Blake rounded on Argos. "How could you just let them escape!?"

Argos sagged, as if deflated. He dropped to the ground as if his legs couldn't support him anymore and ran a hand through his hair. "Haaah man. We really got our asses kicked, huh?" He looked off in the distance, seeing nothing. "It's been a long time since we lost this badly."

* * *

><p>AN: This chapter was pretty short to begin with but just sort of kept growing and growing with things I couldn't bring myself to part with. Oh well, I think it turned out pretty well. Let me know if you disagree.<p> 


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